ARES COMMERCIAL REAL ESTATE CORPORATION 7,700,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York
Wells Fargo Securities, LLC Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated J.P. Morgan Securities LLC As Representatives of the several Underwriters c/o Wells Fargo Securities, LLC 375 Park Avenue New York, New York 10152
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2012, between Ares Commercial Real Estate Corporation, a Maryland corporation (the “Company”), and (“Indemnitee”).
SUBSTITUTE GUARANTY AGREEMENTSubstitute Guaranty Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York
SUBSTITUTE GUARANTY AGREEMENT, dated as of May 1, 2012 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Guaranty”) is made and entered upon the terms hereinafter set forth by ARES COMMERCIAL REAL ESTATE CORPORATION, a Maryland corporation, whose address is c/o Ares Management LLC, 2 North LaSalle Street, Suite 925, Chicago, IL 60602, (together with its permitted successors and/or assigns, “Guarantor”), in favor of CITIBANK, N.A., a national banking association, whose address is 388 Greenwich Street, New York, New York 10013 (together with its successors and/or assigns, “Lender”), pursuant to that certain Master Loan and Security Agreement by and among ACRC Lender C LLC (“Borrower”), as borrower, and Lender, as lender, dated as of December 8, 2011 (as amended, restated, supplemented or otherwise modified and in effect from time to time, the “Loan Agreement”).
MANAGEMENT AGREEMENT BETWEEN ARES COMMERCIAL REAL ESTATE CORPORATION AND ARES COMMERCIAL REAL ESTATE MANAGEMENT LLCManagement Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York
This Management Agreement (this “Agreement”) is made as of April 25, 2012, by and between Ares Commercial Real Estate Corporation, a Maryland corporation (together with its subsidiaries, the “Company”), and Ares Commercial Real Estate Management LLC, a Delaware limited liability company (the “Manager”).
TRADEMARK LICENSE AGREEMENTTrademark License Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York
This TRADEMARK LICENSE AGREEMENT (this “Agreement”) is made and effective as of April 25, 2012 (the “Effective Date”) between Ares Management LLC (the “Licensor”), and Ares Commercial Real Estate Corporation, a corporation organized under the laws of the State of Maryland (the “Corporation”) (each a “party,” and collectively, the “parties”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 4th, 2012 • Ares Commercial Real Estate Corp • Real estate investment trusts • New York
This Registration Rights Agreement (this “Agreement”), is made and entered into as of April 25, 2012, by Ares Commercial Real Estate Corporation, a Maryland corporation (the “Company”), and Ares Investments Holdings LLC, a Delaware limited liability company (the “Investor”).
