SHARE OPTION AGREEMENTShare Option Agreement • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions • Maryland
SHARE OPTION AGREEMENT (this “Agreement”), dated as of January 19, 2005, by and among Falcon Financial Investment Trust, a Maryland real estate investment trust (the “Company”) and Flash Acquisition Company LLC, a Maryland limited liability company (“Purchaser”) and wholly owned subsidiary of iStar Financial Inc., a Maryland corporation (“Parent”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Merger Agreement.
AGREEMENT AND PLAN OF MERGER Dated as of January 19, 2005 by and among iSTAR FINANCIAL INC., FLASH ACQUISITION COMPANY LLC and FALCON FINANCIAL INVESTMENT TRUSTAgreement and Plan of Merger • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions • Maryland
AGREEMENT AND PLAN OF MERGER, dated as of January 19, 2005 (this “Agreement”), among iStar Financial Inc., a Maryland corporation (“Parent”), Flash Acquisition Company LLC, a Maryland limited liability company and a wholly owned subsidiary of Parent (“Subsidiary”), and Falcon Financial Investment Trust, a Maryland real estate investment trust (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2003 • Falcon Financial Investment Trust • Personal credit institutions • Connecticut
AGREEMENT made this 14th day of November, 2003, between Falcon Financial Investment Trust, a Maryland Real Estate Investment Trust (the "Trust"), and Joseph L. Kirk, Jr. (the "Executive"), to be effective immediately before the closing of the Trust's initial public offering.
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions • New York
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT, dated this 19th day of January, 2005, between Falcon Financial Investment Trust, a Maryland Real Estate Investment Trust (the “Trust”), and Vernon B. Schwartz (the “Executive”), to be effective on the Control Date, as such term is defined in the Merger Agreement, as defined below (the “Effective Date”). Capitalized terms used but not defined herein shall have the meanings given to them in the Merger Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • August 16th, 2004 • Falcon Financial Investment Trust • Personal credit institutions • Connecticut
AGREEMENT made this 1st day of July, 2004, between Falcon Financial Investment Trust, a Maryland Real Estate Investment Trust (the “Trust”), and Ralph L. Miller (the “Executive”).
FALCON FINANCIAL, LLC FIRST AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT AND WAIVERRevolving Warehouse Financing Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FIRST AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this "Amendment") is dated as of March 25, 1998 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company, LaSalle National Bank and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (the "Warehouse Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Warehouse Agreement.
JUNIOR SUBORDINATED LOAN AGREEMENT DATED AS OF APRIL 19, 1999 BETWEEN FALCON FINANCIAL, LLC, as Borrower, and FALCON AUTO VENTURE LLC, as LenderJunior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This JUNIOR SUBORDINATED LOAN AGREEMENT (this "Agreement") is dated as of April 19, 1999 and entered into by and among FALCON FINANCIAL, LLC, a Delaware limited liability company ("Company"), and FALCON AUTO VENTURE LLC, a Delaware limited liability company (the "Lender").
FALCON FINANCIAL INVESTMENT TRUSTEmployment Agreement • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions
FALCON FINANCIAL, LLC SECOND AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTWarehouse Financing Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This SECOND AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this "Second Amendment") is dated as of October 2, 1998 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company, LaSalle National Bank and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (the "Warehouse Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Warehouse Agreement.
FIRST AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTRevolving Warehouse Financing Agreement • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions
THIS FIRST AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this “Agreement”) is dated as of January 19, 2005 by and among FALCON FINANCIAL INVESTMENT TRUST, a Maryland real estate investment trust, as Customer (the “Customer”), THE BANK OF NEW YORK, as Paying Agent and Custodian (the “Paying Agent” or the “Custodian,” as the context requires), and iSTAR FINANCIAL INC., a Maryland corporation, as Buyer (the “Buyer”).
FALCON FINANCIAL, LLC FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FIRST AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT (this "Amendment") is dated as of June 8, 1998 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company and Goldman Sachs Mortgage Company and is made with reference to the Amended and Restated Senior Subordinated Loan Agreement dated as of January 7, 1998 by and among the parties hereto (the "Loan Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Loan Agreement.
FALCON FINANCIAL, LLC FOURTH AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FOURTH AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT (this "Fourth Amendment") is dated as of October 29, 2001 and entered into by and among Falcon Financial, LLC ("Company"), SunAmerica Life Insurance Company ("SunAmerica") and Goldman Sachs Mortgage Company ("Goldman Sachs"; and together with SunAmerica, "Lenders") and is made with reference to the Amended and Restated Senior Subordinated Loan Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the "Loan Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Loan Agreement.
FALCON FINANCIAL INVESTMENT TRUSTFalcon Financial Investment Trust • January 31st, 2005 • Personal credit institutions
We are pleased to inform you that on January 19, 2005, Falcon Financial Investment Trust ("Falcon") entered into an Agreement and Plan of Merger (the "Merger Agreement") with iStar Financial Inc. ("iStar), a Maryland corporation, and Flash Acquisition Company LLC, a Maryland limited liability company and a wholly owned subsidiary of iStar ("iStar Subsidiary").
REVOLVING WAREHOUSE FINANCING AGREEMENT among FALCON FINANCIAL INVESTMENT TRUST, as Customer, iSTAR FINANCIAL INC., as Buyer, and THE BANK OF NEW YORK, as Paying Agent and Custodian Dated as of April 28, 2004Revolving Warehouse Financing Agreement • April 29th, 2004 • Falcon Financial Investment Trust • Personal credit institutions • New York
THIS REVOLVING WAREHOUSE FINANCING AGREEMENT (this “Agreement”) is dated as of April 28, 2004, among FALCON FINANCIAL INVESTMENT TRUST, a Maryland real estate investment trust, as Customer (the “Customer”), THE BANK OF NEW YORK, as Paying Agent and Custodian (the “Paying Agent” or the “Custodian,” as the context requires), and iSTAR FINANCIAL INC., a Maryland corporation, as Buyer (the “Buyer”).
FALCON FINANCIAL INVESTMENT TRUST Common Shares of Beneficial Interest UNDERWRITING AGREEMENTFalcon Financial Investment Trust • November 25th, 2003 • Personal credit institutions • New York
Falcon Financial Investment Trust, a Maryland real estate investment trust (the "Company"), confirms its agreement with each of the Underwriters listed on Schedule I hereto (collectively, the "Underwriters"), for whom Friedman, Billings, Ramsey & Co., Inc. ("FBR") is acting as representative (in such capacity, the "Representative"), with respect to (i) the sale by the Company of shares (the "Initial Shares") of beneficial interest, par value $ per share, of the Company ("Common Shares") and the purchase by the Underwriters, acting severally and not jointly, of the respective number of Common Shares set forth opposite the names of the Underwriters in Schedule I hereto, and (ii) the grant of the option described in Section 1(b) hereof to purchase all or any part of additional Common Shares to cover over-allotments (the "Option Shares"), if any, from the Company to the Underwriters, acting severally and not jointly, in the respective numbers of shares of Common Shares set forth opposite t
FALCON FINANCIAL, LLC THIRD AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTWarehouse Financing Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This THIRD AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this "Third Amendment") is dated as of April 19, 1999 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company, LaSalle National Bank and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the "Warehouse Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Warehouse Agreement.
AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT DATED AS OF JANUARY 7, 1998 AMONG FALCON FINANCIAL, LLC, as Borrower, and THE LENDERS LISTED HEREIN, as LendersSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
FALCON FINANCIAL, LLC FOURTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTWarehouse Financing Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FOURTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this "Fourth Amendment") is dated as of October 29, 2001 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company, LaSalle National Bank and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the "Warehouse Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Warehouse Agreement.
FALCON FINANCIAL INVESTMENT TRUST SIXTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTRevolving Warehouse Financing Agreement • March 25th, 2004 • Falcon Financial Investment Trust • Personal credit institutions • New York
This SIXTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this “Sixth Amendment”) is dated as of March 22, 2004 and entered into by and among Falcon Financial Investment Trust (as successor to Falcon Financial, LLC) (“FFIT”), SunAmerica Life Insurance Company, Bank of New York (as successor to LaSalle National Bank) and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the “Warehouse Agreement”). Capitalized terms used herein without definition shall have the respective meanings set forth in the Warehouse Agreement.
FALCON FINANCIAL, LLC THIRD AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This THIRD AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT (this "Third Amendment") is dated as of April 19, 1999 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company and Goldman Sachs Mortgage Company and is made with reference to the Amended and Restated Senior Subordinated Loan Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the "Loan Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Loan Agreement.
FALCON FINANCIAL INVESTMENT TRUSTEmployment Agreement • January 24th, 2005 • Falcon Financial Investment Trust • Personal credit institutions
FALCON FINANCIAL, LLC FIFTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENTRevolving Warehouse Financing Agreement • November 25th, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FIFTH AMENDMENT TO REVOLVING WAREHOUSE FINANCING AGREEMENT (this “Fifth Amendment”) is dated as of November 21, 2003 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company, Bank of New York (as successor to LaSalle National Bank) and ABN AMRO Bank N.V., and is made with reference to the Revolving Warehouse Financing Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the “Warehouse Agreement”). Capitalized terms used herein without definition shall have the respective meanings set forth in the Warehouse Agreement.
FALCON FINANCIAL, LLC SECOND AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This SECOND AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT (this "Second Amendment") is dated as of October 2, 1998 and entered into by and among Falcon Financial, LLC, SunAmerica Life Insurance Company and Goldman Sachs Mortgage Company and is made with reference to the Amended and Restated Senior Subordinated Loan Agreement dated as of January 7, 1998 by and among the parties hereto (the "Loan Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Loan Agreement.
FALCON FINANCIAL, LLC FIFTH AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENTSenior Subordinated Loan Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
This FIFTH AMENDMENT TO AMENDED AND RESTATED SENIOR SUBORDINATED LOAN AGREEMENT (this "Fifth Amendment") is dated as of July 29, 2002 and entered into by and among Falcon Financial, LLC ("Company"), SunAmerica Life Insurance Company ("SunAmerica") and Goldman Sachs Mortgage Company ("Goldman Sachs"; and together with SunAmerica, "Lenders") and is made with reference to the Amended and Restated Senior Subordinated Loan Agreement dated as of January 7, 1998 by and among the parties hereto (as amended, the "Loan Agreement"). Capitalized terms used herein without definition shall have the same meanings set forth in the Loan Agreement.
SunAmerica New Asset Program—SNAPSMs REVOLVING WAREHOUSE FINANCING AGREEMENT among FALCON FINANCIAL, LLC, as Customer, SUNAMERICA LIFE INSURANCE COMPANY, as Master Servicer and Sponsor, LASALLE NATIONAL BANK, as Paying Agent and Custodian, and ABN...Financing Agreement • October 21st, 2003 • Falcon Financial Investment Trust • Personal credit institutions • New York
REVOLVING WAREHOUSE FINANCING AGREEMENT, dated as of January 7, 1998, among FALCON FINANCIAL, LLC, a Delaware limited liability company, as Customer (the "Customer"), SUNAMERICA LIFE INSURANCE COMPANY, as Master Servicer and Sponsor ("SunAmerica"), LASALLE NATIONAL BANK, as Paying Agent and Custodian (the "Paying Agent" or the "Custodian", as the context requires), and ABN AMRO BANK N.V., as Facility Agent (the "Facility Agent").
