0001193125-17-208694 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 201 , by and between TPG RE Finance Trust, Inc., a Maryland corporation (the “Company”), and (“Indemnitee”).

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MANAGEMENT AGREEMENT
Management Agreement • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York

MANAGEMENT AGREEMENT, dated as of [●], 2017, by and between TPG RE Finance Trust, Inc., a Maryland corporation, and TPG RE Finance Trust Management, L.P., a Delaware limited partnership (the “Manager”).

TRADEMARK LICENSE AGREEMENT
Trademark License Agreement • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts • Texas

This TRADEMARK LICENSE AGREEMENT (“Agreement”), dated [●], 2017, is entered into by and between Tarrant Capital IP, LLC, a Delaware limited liability company (the “Licensor”), and TPG RE Finance Trust, Inc., a Maryland corporation (“Licensee”).

THIRD AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACT AGREEMENT
Master Repurchase and Securities Contract Agreement • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts

This Third Amendment to the Master Repurchase and Securities Contract Agreement (this “Amendment”), dated as of June 12, 2017, is by and between GOLDMAN SACHS BANK USA, a New York state-chartered bank, as buyer (“Buyer”), and TPG RE FINANCE 2, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Seller”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Master Repurchase Agreement (as defined below).

AMENDMENT NO. 2 TO MASTER REPURCHASE AND SECURITIES CONTRACT
Master Repurchase and Securities Contract • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York

AMENDMENT NO. 2 TO MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of December 22, 2016 (this “Amendment”), between and among TPG RE FINANCE 11, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Seller”), TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).

AMENDMENT NO. 3 TO MASTER REPURCHASE AND SECURITIES CONTRACT
Master Repurchase and Securities Contract • June 21st, 2017 • TPG RE Finance Trust, Inc. • Real estate investment trusts • New York

AMENDMENT NO. 3 TO MASTER REPURCHASE AND SECURITIES CONTRACT, dated as of June 8, 2017 (this “Amendment”), between and among TPG RE FINANCE 11, LTD., an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Seller”), TPG RE FINANCE TRUST HOLDCO, LLC, a Delaware limited liability company (“Guarantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).

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