ContractAsset Management Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionASSET MANAGEMENT AGREEMENT (the “Agreement”), dated as of June 30, 2014, is entered into by and between NORTHSTAR REALTY FINANCE CORP., a Maryland corporation (“NRF”), and NSAM J-NRF LTD, a Jersey limited company (“Asset Manager”). Each capitalized term used in this Agreement shall have the meaning ascribed to such term in Schedule A.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE dated as of June 30, 2014 (this “First Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Intermediate Successor Company”), NRFC Sub-REIT Corp., also a Maryland corporation (the “Successor Company”) and Wilmington Trust Company, as Trustee under the Indenture referred to below.
ContractCredit Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionDated as of June 30, 2014 NORTHSTAR ASSET MANAGEMENT GROUP INC., as Borrower and NORTHSTAR REALTY FINANCE CORP.as Lender CREDIT AGREEMENT
LOAN ORIGINATION SERVICES AGREEMENTLoan Origination Services Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionLOAN ORIGINATION SERVICES AGREEMENT, dated as of June 30, 2014, by and between NSAM US LLC, a Delaware limited liability company (“NSAM”), and NorthStar Realty Finance Corp., a Maryland corporation (“NorthStar Realty”).
SEPARATION AGREEMENTSeparation Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionSEPARATION AGREEMENT, dated as of June 30, 2014, by and between NorthStar Asset Management Group Inc., a Delaware corporation (“NSAM”), and NorthStar Realty Finance Corp., a Maryland corporation (together with its permitted successors and assigns, including as contemplated by the Restructuring Transactions defined below, “NorthStar Realty”). Capitalized terms used herein and not otherwise defined shall have the respective meanings assigned to them in Article I.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE dated as of June 30, 2014 (this “First Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Intermediate Successor Company”), NRFC Sub-REIT Corp., also a Maryland corporation (the “Successor Company”) and The Bank of New York Mellon Trust Company, N.A., as Trustee under the Indenture referred to below.
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionEMPLOYEE MATTERS AGREEMENT (the “Agreement”), dated as of June 30, 2014, by and between NorthStar Asset Management Group Inc., a Delaware corporation (“NSAM”), and NorthStar Realty Finance Corp., a Maryland corporation ( “NorthStar Realty” and, together with NSAM, each, a “Party” and collectively, the “Parties”).
TAX DISAFFILIATION AGREEMENTTax Disaffiliation Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionTAX DISAFFILIATION AGREEMENT (this “Agreement”) entered into as of June 30, 2014, by and between NORTHSTAR ASSET MANAGEMENT GROUP INC., a Delaware corporation (“NSAM”), and NORTHSTAR REALTY FINANCE CORP., a Maryland corporation ( “NorthStar Realty”).
CONTRIBUTION AGREEMENTContribution Agreement • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionCONTRIBUTION AGREEMENT (this “Agreement”), dated as of June 30, 2014, by and between NorthStar Asset Management Group Inc., a Delaware corporation (“NSAM”), and NRFC Sub-REIT Corp., a Maryland corporation (“Sub-REIT”).
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE, dated as of June 30, 2014 (this “Supplemental Indenture”), by and among NorthStar Realty Finance Corp. (formerly known as NRFC Sub-REIT Corp.), a Maryland corporation (the “Successor”), and Wilmington Trust, National Association, a national banking association, as Trustee (the “Trustee”), under the Indenture referred to below.
FIRST SUPPLEMENTAL INDENTUREFirst Supplemental Indenture • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • New York
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionTHIS FIRST SUPPLEMENTAL INDENTURE dated as of June 30, 2014 (this “First Supplemental Indenture”) is by and among NorthStar Realty Finance Corp., a Maryland Corporation (the “Intermediate Successor Company”), NRFC Sub-REIT Corp., also a Maryland corporation (the “Successor Company”) and Wilmington Trust, National Association, a national banking association, as Trustee under the Indenture referred to below.
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • July 1st, 2014 • Northstar Realty Finance Corp. • Real estate investment trusts • Maryland
Contract Type FiledJuly 1st, 2014 Company Industry JurisdictionAGREEMENT AND PLAN OF MERGER (this “Agreement”) dated as of June 30, 2014, between NorthStar Realty Finance Corp., a Maryland corporation (“NRF”), and NorthStar Realty Finance Limited Partnership, a Delaware limited partnership (“NRFLP”);