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0001144204-08-010481 Sample Contracts

FORM OF PURCHASE AGREEMENT
Purchase Agreement • February 19th, 2008 • New York Mortgage Trust Inc • Real estate investment trusts • New York

THIS PURCHASE AGREEMENT (this “Agreement”) is entered into as of February 14, 2008 (the “Effective Date”), by and among New York Mortgage Trust, Inc., a Maryland corporation (the “Company”), and the purchasers listed on the Schedule of Purchasers attached hereto as Schedule A (each, a “Purchaser” and, collectively, the “Purchasers”).

Standard Contracts

FORM OF REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • February 19th, 2008 • New York Mortgage Trust Inc • Real estate investment trusts • New York

THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of February 14, 2008, by and among New York Mortgage Trust, Inc., a Maryland corporation (the “Company”), and the purchasers listed on the Schedule of Purchasers attached hereto as Schedule A (each, a “Purchaser” and, collectively, the “Purchasers”).