AG MORTGAGE INVESTMENT TRUST, INC. (a Maryland corporation) 12,500,000 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 25th, 2011 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
AG Mortgage Investment Trust, Inc., a Maryland corporation (the “Company”), confirms its agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) and each of the other Underwriters named in Schedule A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Merrill Lynch, J.P. Morgan Securities LLC and UBS Securities LLC are acting as representatives (in such capacity, the “Representatives”), with respect to (i) the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Common Stock, par value $0.01 per share, of the Company (“Common Stock”) set forth in Schedule A hereto and (ii) the grant by the Company to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 1,875,000 additional shares of Common Stock to cover
MANAGEMENT AGREEMENT by and between AG MORTGAGE INVESTMENT TRUST, INC. and AG REIT MANAGEMENT, LLC Dated as of April , 2011Management Agreement • April 25th, 2011 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
This MANAGEMENT AGREEMENT, is dated as of April , 2011, by and between AG Mortgage Investment Trust, Inc., a Maryland corporation (the “Company”) and AG REIT Management, LLC a Delaware limited liability company (the “Manager”).
