SECURITY AGREEMENT made by THORNBURG MORTGAGE, INC. and certain of its Subsidiaries in favor of WILMINGTON TRUST COMPANY, as Note Lien Collateral Agent Dated as of March 31, 2008Security Agreement • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
SECURITY AGREEMENT, dated as of March 31, 2008, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”), in favor of Wilmington Trust Company, as Note Lien Collateral Agent (in such capacity, the “Note Lien Collateral Agent”) for the Holders under a certain Indenture, dated as of March 31, 2008 (as amended, supplemented or otherwise modified from time to time, the “Indenture”), among Thornburg Mortgage, Inc. (the “Company”), the other Grantors and Wilmington Trust Company, as Trustee (in such capacity, the “Trustee”).
WARRANT AGREEMENT (this “Agreement”), dated as of March 31, 2008 among Thornburg Mortgage, Inc., a Delaware corporation (the “Company”), the warrantholders listed on the signature pages hereto (the “Initial Holders”) and each other Person (as defined...Warrant Agreement • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
FOR VALUE RECEIVED, hereby sells, assigns and transfers unto , this Warrant Certificate, together with all right, title and interest therein, and does hereby irrevocably constitute and appoint , Attorney to transfer the within Warrant Certificate on the books of the within-named Company, with full power of substitution.
SECOND SUPPLEMENTAL INDENTURE to Indenture dated as of May 15, 2003 between Thornburg Mortgage, Inc. and Deutsche Bank Trust Company Americas, as TrusteeSecond Supplemental Indenture • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
This Second Supplemental Indenture (this “Supplemental Indenture”), dated as of March 31, 2008, among Thornburg Mortgage, Inc. (or its permitted successor), a Maryland corporation (the “Company” and the “Issuer”), Thornburg Mortgage Home Loans, Inc., a Delaware corporation, Adfitech, Inc., a Nevada corporation, Thornburg Acquisition Subsidiary, Inc., a Delaware corporation, Thornburg Mortgage Hedging Strategies, Inc., a Delaware corporation (each a “Guarantor”, collectively the “Guarantors”) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
THORNBURG MORTGAGE, INC. AND THE NOTE GUARANTORS LISTED ON THE SIGNATURE PAGES HERETO SENIOR SUBORDINATED SECURED NOTES DUE 2015 INDENTURE Dated as of March 31, 2008 WILMINGTON TRUST COMPANY TrusteeIndenture • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
INDENTURE dated as of March 31, 2008 between Thornburg Mortgage, Inc., a Maryland corporation (the “Company”), the Note Guarantors (as defined herein) listed on the signature pages hereto and Wilmington Trust Company, as trustee (the “Trustee”), a Delaware banking corporation organized under the laws of the State of Delaware which has its corporate trust office at Rodney Square North, 1100 North Market Street, Wilmington, Delaware 19890.
PRINCIPAL PARTICIPATION AGREEMENTPrincipal Participation Agreement • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
PRINCIPAL PARTICIPATION AGREEMENT (this “Agreement”) dated as of March 31, 2008 among Thornburg Mortgage, Inc. (the “Seller”) and the financial institutions executing this Agreement under the heading “Participants” on the signature pages hereof (each, including any transferee pursuant to Section 13(c) hereof, a “Participant”), relating to the Participation (as defined below) granted by the Seller to the Participants.
Amendment No. 1 to Override AgreementOverride Agreement • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
This Amendment No. 1 to Override Agreement dated as of March 27, 2008 (the “Amendment”) is by and among Thornburg Mortgage Inc. (“TMI”), Thornburg Mortgage Hedging Strategies, Inc. (“TMHS” and, together with TMI, “TMA”) and each entity designated on the signature pages hereto as a “Counterparty” (each a “Counterparty” and, collectively, the “Counterparties”). Unless otherwise defined herein, capitalized terms shall have the meaning given to them in that certain Override Agreement dated as of March 17, 2008 (the “Override Agreement”) by and among TMI, TMHS and the Counterparties.
SECURITY AGREEMENT dated as of April 1, 2008 among THORNBURG MORTGAGE INC., EACH OTHER LIEN GRANTOR PARTY HERETO, EACH COUNTERPARTY PARTY HERETO, and CREDIT SUISSE SECURITIES (USA) LLC as Collateral AgentSecurity Agreement • April 4th, 2008 • Thornburg Mortgage Inc • Real estate investment trusts • New York
THIS SECURITY AGREEMENT (this “Agreement”) is made and dated as of April 1, 2008 by and among Thornburg Mortgage Inc. (“TMI” or a “Company”), Thornburg Mortgage Hedging Strategies, Inc. (“TMHS” or a “Company”), Thornburg Mortgage Home Loans, Inc. (“TMHL” or a “Company”; and together with TMI, TMHS and any other Person that becomes a Lien grantor hereunder pursuant to Section 8.11, collectively, the “Companies”), each entity designated on the signature pages hereto as a “Counterparty” (each a “Counterparty” and collectively, the “Counterparties”) and Credit Suisse Securities (USA) LLC, acting in its capacity as the collateral agent for the Counterparties (in such capacity, the “Collateral Agent”).
