SUBSCRIPTION AGREEMENTSubscription Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of August 22, 2013, between Broadway Financial Corporation, a Delaware corporation and parent company of Broadway Federal Bank, F.S.B (the “Company”) on the one hand, and each of CJA Private Equity Financial Restructuring Master Fund I LP, a Cayman Islands limited partnership, National Community Investment Fund, a trust, and BBCN Bancorp, Inc., a Delaware corporation (each an “Investor” and, collectively, the “Investors”) on the other hand. For good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Company and the Investors hereby agree as follows:
BROADWAY FINANCIAL CORPORATION 4800 Wilshire Boulevard Los Angeles, CA 90010Investor Rights Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • New York
This letter will confirm our agreement that pursuant to and effective as of your purchase of capital stock of Broadway Financial Corporation, a Delaware corporation (the “Company”), the parent company of Broadway Federal Bank, F.S.B. (the “Bank”), BBCN Bancorp, Inc., a Delaware corporation (the “Investor”), shall be entitled to the following contractual rights, in addition to any other rights specifically provided to the Investor pursuant to that certain Exchange Agreement and that certain Agreement for Partial Satisfaction of Debt Previously Contracted, each dated as of the date hereof, by and between the Company and the Investor, including any amendments or supplements thereto, and such other agreements, instruments and certificates delivered in connection therewith (collectively, the “Transaction Documents”):
EXCHANGE AGREEMENTExchange Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • Delaware
This Exchange Agreement (“Agreement”), dated as of August 22, 2013, is entered into by and among National Community Investment Fund, located at 135 South LaSalle, Suite 2040, Chicago, IL 60603 (“NCIF”), and Broadway Financial Corporation, located at 5055 Wilshire Boulevard, Suite 500, Los Angeles, California 90036 (“Broadway”) with reference to the following facts:
BROADWAY FINANCIAL CORPORATION 5055 Wilshire Boulevard, Suite 500 Los Angeles, CA 90036Investor Rights Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered
This letter will confirm our agreement that pursuant to and effective as of your purchase of capital stock of Broadway Financial Corporation, a Delaware corporation (the “Company”), the parent company of Broadway Federal Bank, F.S.B. (the “Bank”), Valley Economic Development Center, Inc., a California corporation (the “Investor”), shall be entitled to the following contractual rights, in addition to any other rights specifically provided to the Investor pursuant to that certain Subscription Agreement, dated as of the date hereof by and between the Company and the Investor, including any amendments or supplements thereto, and such other agreements, instruments and certificates as may be delivered in connection therewith (collectively, the “Transaction Documents”):
BROADWAY FINANCIAL CORPORATION 5055 Wilshire Boulevard, Suite 500 Los Angeles, CA 90036Investor Rights Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered
This letter will confirm our agreement that pursuant to and effective as of your purchase of capital stock of Broadway Financial Corporation, a Delaware corporation (the “Company”), the parent company of Broadway Federal Bank, F.S.B. (the “Bank”), CJA Private Equity Financial Restructuring Master Fund I, L.P., a Cayman Islands limited partnership (the “Investor”), shall be entitled to the following contractual rights, in addition to any other rights specifically provided to the Investor pursuant to that certain Subscription Agreement, dated as of the date hereof, by and between the Company and the Investor, including any amendments or supplements thereto, and such other agreements, instruments and certificates delivered in connection therewith (collectively, the “Subscription Documents”):
EXCHANGE AGREEMENTExchange Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • California
This Exchange Agreement (“Agreement”), dated as of August 22, 2013, is entered into by and among BBCN Bancorp, Inc., located at 3731 Wilshire Blvd, Suite 1000, Los Angeles, California 90010 (“BBCN”), and Broadway Financial Corporation, located at 5055 Wilshire Boulevard, Suite 500, Los Angeles, California 90036 (“Broadway”) with reference to the following facts:
EXCHANGE AGREEMENTExchange Agreement • November 14th, 2013 • Broadway Financial Corp \De\ • Savings institution, federally chartered • Delaware
THIS EXCHANGE AGREEMENT (this “Agreement”) is made as of August 22, 2013 by and between Broadway Financial Corporation (the “Company”), a Delaware corporation and parent company of Broadway Federal Bank, f.s.b., and National Community Investment Fund (“Investor”).
