ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LTD. CLASS A NOTES, CLASS A-S NOTES, CLASS B NOTES, CLASS C NOTES AND CLASS D NOTESPlacement Agreement • November 3rd, 2017 • Arbor Realty Trust Inc • Real estate investment trusts • New York
The Notes shall be issued pursuant to an Indenture, to be dated as of August 24, 2017 (the “Indenture”), among the Co-Issuers, Arbor Realty SR, Inc. (including any successor by merger, the “Seller” or the “Arbor Parent”), as Advancing Agent, and U.S. Bank National Association, as Trustee (in such capacity, the “Trustee”), and the Preferred Shares shall be issued pursuant to the Governing Documents (as defined in the Indenture) of the Issuer, certain resolutions of the board of directors of the Issuer passed prior to the issuance of the Preferred Shares and the Preferred Share Paying Agency Agreement, to be dated as of August 24, 2017 (the “Preferred Share Paying Agency Agreement”), among the Issuer, U.S. Bank National Association, as preferred share paying agent (the “Preferred Share Paying Agent”), and MaplesFS Limited, as share registrar. Capitalized terms used but not defined herein shall have the meanings specified in the Offering Memorandum (as hereinafter defined) or, to the exte
ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LTD., as Issuer, ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LLC, as Co-Issuer, ARBOR REALTY SR, INC., as Advancing Agent, AND U.S. BANK NATIONAL ASSOCIATION, as Trustee, Paying Agent,...Indenture • November 3rd, 2017 • Arbor Realty Trust Inc • Real estate investment trusts • New York
INDENTURE, dated as of August 24, 2017, by and among ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LTD., an exempted company incorporated in the Cayman Islands with limited liability (the “Issuer”), ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LLC, a limited liability company formed under the laws of Delaware (the “Co-Issuer”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (herein, together with its permitted successors and assigns in the trusts hereunder, the “Trustee”), paying agent, calculation agent, transfer agent, custodial securities intermediary, backup advancing agent and notes registrar, and ARBOR REALTY SR, INC. (including any successor by merger, the “Arbor Parent”), a Maryland corporation, as advancing agent (herein, together with its permitted successors and assigns in the trusts hereunder, the “Advancing Agent”).
LOAN OBLIGATION MANAGEMENT AGREEMENTLoan Obligation Management Agreement • November 3rd, 2017 • Arbor Realty Trust Inc • Real estate investment trusts • New York
This Loan Obligation Management Agreement, dated as of August 24, 2017 (this “Agreement”), is entered into by and between ARBOR REALTY COMMERCIAL REAL ESTATE NOTES 2017-FL2, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (together with successors and assigns permitted hereunder, the “Issuer”), and ARBOR REALTY COLLATERAL MANAGEMENT, LLC, a limited liability company organized under the laws of the State of Delaware (together with its successors and assigns, the “Loan Obligation Manager” or “ARCM”). Capitalized terms used herein but not otherwise defined herein shall have the respective meanings ascribed thereto in the Indenture, dated as of the date hereof (the “Indenture”), by and among the Issuer, Arbor Realty Commercial Real Estate Notes 2017-FL2, LLC, as co-issuer (the “Co-Issuer”), U.S. Bank National Association, as trustee (in such capacity, the “Trustee”), paying agent, calculation agent, transfer agent, custodial securities int
