THIRD FORBEARANCE AGREEMENTForbearance Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
THIS THIRD FORBEARANCE AGREEMENT, dated as of June 1, 2020 (this “Agreement”), by and among AG Mortgage Investment Trust, Inc. and its undersigned affiliates, jointly and severally (each, a “Seller Entity,” and collectively, the “Companies”), and the buyer parties listed on Schedule 1 hereto (collectively, the “Participating Counterparties”), recites and provides as follows:
AMENDED AND RESTATED SECURITY AGREEMENTSecurity Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
THIS AMENDED AND SECURITY AGREEMENT (the “Agreement”) dated as of May 28, 2020, is entered into by and among AG Mortgage Investment Trust, Inc. (the “Borrower”) and the parties set forth on Schedule 1 of this Agreement (each, a “Debtor”, and collectively, the “Debtors”) and AG REIT Management, LLC (the “Secured Party”).
INTERCREDITOR AND SUBORDINATION AGREEMENT Dated as of May 28, 2020 Among WILMINGTON TRUST, NATIONAL ASSOCIATION As the Senior Collateral Agent, Royal Bank of Canada, together with its successors and assigns, and holders of Permitted Pari Passu Secured...Intercreditor and Subordination Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
This Intercreditor and Subordination Agreement is made as of May 28, 2020 by and among AG Mortgage Investment Trust, Inc., for itself and the Seller Entities (defined below) (“AGMIT”), Wilmington Trust, National Association, not in its individual capacity but solely in its capacity as collateral agent for the holders of the Senior Secured Debt Obligations (defined below) (in such capacity, together with its successors, assigns or replacements in such capacity, the “Senior Collateral Agent”) and RBC, as the holder of the Subordinated Note hereinafter referred to (together with its successors and assigns and any holder of Permitted Pari Passu Secured Indebtedness designated by AGMIT that executes a Joinder, collectively, the “Subordinated Lender”)
ContractNote Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN SECTION 5 BELOW AND IN THE FIRST LIEN INTERCREDITOR AGREEMENT (AS DEFINED BELOW) AND THE SECOND LIEN INTERCREDITOR AGREEMENT (AS DEFINED BELOW); AND EACH HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE FIRST LIEN INTERCREDITOR AGREEMENT AND SECOND LIEN INTERCREDITOR AGREEMENT.
Wilmington Savings Fund Society, FSB, not in its individual capacity, but solely as trustee for BCAT 2020-23TT as Seller and AG Mortgage Investment Trust, Inc. ObligorMortgage Loan Purchase and Sale Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
This Mortgage Loan Purchase and Sale Agreement dated as of this 28th day of May, 2020, is executed among Wilmington Savings Fund Society, FSB, not in its individual capacity but solely as trustee for BCAT 2020-23TT (the “Seller”), AG Mortgage Investment Trust, Inc. (the “Obligor”) and UMB Bank, National Association, not in its individual capacity, but solely as legal title trustee for LVS Title Trust XIII (the “Purchaser”).
INTERCREDITOR AND SUBORDINATION AGREEMENT Dated as of May 28, 2020 Among Royal Bank of Canada, together with its successors and assigns, and holders of Permitted Pari Passu Secured Indebtedness designated by AGMIT that execute a Joinder, collectively,...Intercreditor and Subordination Agreement • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
This Intercreditor and Subordination Agreement is made as of May 28, 2020 by and among AG Mortgage Investment Trust, Inc., for itself and the Seller Entities (defined below) (“AGMIT”), Royal Bank of Canada ("RBC"), as the holder of the Senior Secured Note hereinafter referred to (together with its successors and assigns and any holder of Permitted Pari Passu Secured Indebtedness designated by AGMIT that executes a Joinder, collectively, the “Senior Lender”), and AG REIT Management LLC, as the holder of the Subordinated Note hereinafter referred to (together with its successors and assigns, the “Subordinated Lender”)
ContractSubordinated Note • June 2nd, 2020 • AG Mortgage Investment Trust, Inc. • Real estate investment trusts • New York
THIS NOTE AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATED IN THE MANNER AND TO THE EXTENT SET FORTH IN SECTION 5 BELOW AND THAT CERTAIN INTERCREDITOR AND SUBORDINATION AGREEMENT DATED AS OF THE DATE HEREOF (THE “INTERCREDITOR AGREEMENT”) AND AMONG THE NOTEHOLDER (AS DEFINED BELOW), WILMINGTON TRUST, NATIONAL ASSOCIATION AS AGENT FOR THE PARTICIPATING COUNTERPARTIES UNDER THE FIRST LIEN SECURITY AGREEMENT (AS DEFINED BELOW) (IN SUCH CAPACITY, THE “COLLATERAL AGENT”), AND THE BORROWER TO THE OBLIGATIONS (INCLUDING INTEREST) OWED BY BORROWER (AS DEFINED BELOW) AND THE GUARANTORS TO THE PARTICIPATING COUNTERPARTIES (AS DEFINED IN THE FORBEARANCE AGREEMENT (AS DEFINED BELOW)); AND EACH HOLDER OF THIS NOTE, BY ITS ACCEPTANCE HEREOF, IRREVOCABLY AGREES TO BE BOUND BY THE PROVISIONS OF THE INTERCREDITOR AGREEMENT.
