Hilltop Holdings Inc. Sample Contracts

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Loan Agreement • February 9th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts
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FORM OF EMPLOYMENT AGREEMENT
Employment Agreement • February 9th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts • Colorado
UNDERWRITING AGREEMENT
Underwriting Agreement • May 13th, 2020 • Hilltop Holdings Inc. • State commercial banks • New York
SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 10th, 2003 • Affordable Residential Communities Inc • Real estate investment trusts • New York
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Loan Agreement • February 9th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts
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Loan Agreement • February 9th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts
FORM OF SEVERANCE AGREEMENT
Form of Severance Agreement • February 11th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts • Colorado
LOAN AGREEMENT Dated as of September 23, 2004 by and among ARC III, L.L.C., as Borrower and CITIGROUP GLOBAL MARKETS REALTY CORP. as Lender and as Collateral Agent
Loan Agreement • March 31st, 2005 • Affordable Residential Communities Inc • Real estate investment trusts • New York

THIS LOAN AGREEMENT, made as of September 23, 2004, is between ARC III, L.L.C., a Delaware limited liability company, having an address at 600 Grant Street, Suite 900, Denver, Colorado 80203 ("Borrower") and CITIGROUP GLOBAL MARKETS REALTY CORP., a New York corporation, having an address at 388 Greenwich Street, 11th Floor, New York, New York 10013, in its capacities as a lender and as collateral agent for the Secured Parties (as hereinafter defined) (together with its successors and assigns, whether one or more, as lender, "Lender", and together with any successor collateral agent appointed pursuant to Article X, "Collateral Agent").

RIGHTS AGREEMENT dated as of July 11, 2006 between Affordable Residential Communities Inc. and American Stock Transfer & Trust Company Rights Agent
Rights Agreement • July 11th, 2006 • Affordable Residential Communities Inc • Real estate investment trusts • Maryland

RIGHTS AGREEMENT, dated as of July 11, 2006 (the “Agreement”), between Affordable Residential Communities Inc., a Maryland corporation (the “Company”), and American Stock Transfer & Trust Company, a New York corporation (the “Rights Agent”).

FORM OF FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP
Affordable Residential Communities Inc • February 9th, 2004 • Real estate investment trusts • Delaware
HILLTOP HOLDINGS INC. as Issuer and U.S. Bank National Association as Trustee Indenture Dated as of May 11, 2020 Subordinated Debt Securities HILLTOP HOLDINGS INC. Reconciliation and tie between Trust Indenture Act of 1939 and Indenture, dated as of...
Indenture • May 13th, 2020 • Hilltop Holdings Inc. • State commercial banks • New York

INDENTURE dated as of May 11, 2020, between Hilltop Holdings Inc., a Maryland corporation (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).

FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 5th, 2020 • Hilltop Holdings Inc. • State commercial banks • Maryland

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the ___ day of _______ 20__, between Hilltop Holdings Inc., a Maryland corporation (the “Company”), and _______________ (the “Participant”).

AMENDED AND RESTATED SUPPLEMENTAL STOCKHOLDERS AGREEMENT
Supplemental Stockholders Agreement • December 10th, 2003 • Affordable Residential Communities Inc • Real estate investment trusts • Maryland
24,614,858 Shares Common Stock ($.01par value) Form of Underwriting Agreement
Affordable Residential Communities Inc • February 11th, 2004 • Real estate investment trusts • New York
EMPLOYMENT AGREEMENT
Employment Agreement • October 30th, 2019 • Hilltop Holdings Inc. • State commercial banks • Texas

This Employment Agreement (this “Agreement”) is dated as of October 25, 2019 (the “Execution Date”), and is entered into by and between Steve Thompson (“Executive”) and Hilltop Holdings Inc., a Maryland corporation (“HTH” or the “Company”), on behalf of itself and all of its subsidiaries (collectively “Employer”). As an inducement to render services to HTH’s wholly owned, indirect subsidiary, its mortgage company, PrimeLending, a PlainsCapital Company, Executive and Employer agree as follows:

Form of RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • May 5th, 2020 • Hilltop Holdings Inc. • State commercial banks • Maryland

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of the _____ day of ___________, between Hilltop Holdings Inc., a Maryland corporation (the “Company”), and _____________ (the “Participant”).

FORM OF RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • April 26th, 2021 • Hilltop Holdings Inc. • State commercial banks • Maryland

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of ____________, between Hilltop Holdings Inc., a Maryland corporation (the “Company”), and _______________ (the “Participant”).

SEVERANCE AND NONCOMPETE AGREEMENT
Severance Agreement • March 30th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts • Colorado

SEVERANCE AGREEMENT (this "Agreement") made this 18 day of February, 2004, by and among Affordable Residential Communities Inc., a Maryland corporation (the "Company") and ARC Management Services, Inc., a Delaware corporation ("ARC Management") and Lawrence E. Kreider ("Executive").

EMPLOYMENT AGREEMENT
Employment Agreement • March 30th, 2004 • Affordable Residential Communities Inc • Real estate investment trusts • Colorado

EMPLOYMENT AGREEMENT (this "Agreement") made this 18 day of February, 2004, by and among Affordable Residential Communities Inc., a Maryland corporation (the "Company") and ARC Management Services, Inc., a Delaware corporation ("ARC Management") and Scott D. Jackson ("Executive").

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VOTING AND SUPPORT AGREEMENT
Voting and Support Agreement • May 11th, 2012 • Hilltop Holdings Inc. • Fire, marine & casualty insurance • Texas

This Voting and Support Agreement (this “Agreement”) is made and entered into as of [ ], among [ ], a [ ] corporation (“Purchaser”), and [ ] (“Shareholder”).

THIRD AMENDMENT TO EMPLOYMENT AGREEMENT
Employment Agreement • March 15th, 2013 • Hilltop Holdings Inc. • State commercial banks

THIS THIRD AMENDMENT TO EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of September 12, 2012, by and between PLAINS CAPITAL CORPORATION, a Texas corporation (the “Company”) and JAMES HUFFINES (“Executive”) for purposes of amending that certain Employment Agreement dated as of January 1, 2009, by and between the Company and Executive, as amended by that certain First Amendment to Employment Agreement by and between the Company and Executive, dated as of March 2, 2009, and by that certain Second Amendment to Employment Agreement between the Company and Executive, dated as of November 15, 2010 (collectively, the “Agreement”). Terms used in this Amendment with initial capital letters that are not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.

TIME SHARING AGREEMENT
Time Sharing Agreement • July 19th, 2006 • Affordable Residential Communities Inc • Real estate investment trusts • Colorado

This Time Sharing Agreement (the “Agreement”), is entered into effective the 15th day of July, 2006, by and between Affordable Residential Communities Inc. in it’s capacity as the sole general partner of Affordable Residential Communities LP, a Delaware limited partnership (“Operator”), and James F. Kimsey, an individual (“User”);

RETENTION AGREEMENT
Retention Agreement • October 30th, 2019 • Hilltop Holdings Inc. • State commercial banks • Texas

THIS RETENTION AGREEMENT (this “Agreement”) is made and entered into as of October 25, 2019, by and between Todd L. Salmans (the “Executive”) and Hilltop Holdings Inc., a Maryland corporation (together with its affiliates and subsidiaries, the “Company”).

THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and among AFFORDABLE RESIDENTIAL COMMUNITIES INC. and The parties listed on Exhibit A, Exhibit B, Exhibit C and Exhibit D hereto
Registration Rights Agreement • March 17th, 2008 • Hilltop Holdings Inc. • Real estate investment trusts • New York

THIS THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of February 18, 2004 is by and among Affordable Residential Communities Inc., a Maryland corporation (the “Company”) and the parties listed on Exhibit A (the “Subscribers”), Exhibit B (the “Original Investors”), Exhibit C (the “Reorganization Shareholders”) and Exhibit D (the “Partnership Unit Holders”) hereto, as amended from time to time. Capitalized terms used but not otherwise defined herein have the meanings set forth in Section 1 hereof.

FIRST AMENDED AND RESTATED PAIRING AGREEMENT
Pairing Agreement • March 17th, 2008 • Hilltop Holdings Inc. • Real estate investment trusts • Maryland

THIS FIRST AMENDED AND RESTATED PAIRING AGREEMENT (this "Agreement") is made and entered into as of February 12, 2004, by and between Affordable Residential Communities Inc., a Maryland corporation (the "REIT"), and Affordable Residential Communities LP, a Delaware limited partnership (the "OP").

FIRST SUPPLEMENTAL INDENTURE (PCC Statutory Trust III)
First Supplemental Indenture • March 15th, 2013 • Hilltop Holdings Inc. • State commercial banks • New York

THIS FIRST SUPPLEMENTAL INDENTURE dated as of November 30, 2012 is by and among U. S. Bank National Association, a national banking association (herein, together with its successors in interest, the “Trustee”), Meadow Corporation, a Maryland corporation (the “Successor Company”), and PlainsCapital Corporation, a Texas corporation (the “Company”) and the “Company” under the Indenture.

Form of RESTRICTED STOCK UNIT AWARD AGREEMENT
Restricted Stock Unit Award Agreement • April 26th, 2021 • Hilltop Holdings Inc. • State commercial banks • Maryland

THIS RESTRICTED STOCK UNIT AWARD AGREEMENT (this “Agreement”), dated as of ___________, between Hilltop Holdings Inc., a Maryland corporation (the “Company”), and _____________ (the “Participant”).

REGISTRATION RIGHTS AGREEMENT Dated as of April 9, 2015 by and among HILLTOP HOLDINGS INC. and BARCLAYS CAPITAL INC. and SANDLER O’NEILL & PARTNERS, L.P.
Registration Rights Agreement • April 9th, 2015 • Hilltop Holdings Inc. • State commercial banks • New York

This Agreement is made pursuant to the Purchase Agreement, dated April 6, 2015 (the “Purchase Agreement”), by and among the Company and the Initial Purchasers. In order to induce the Initial Purchasers to purchase the Initial Notes, the Company has agreed to provide the registration rights set forth in this Agreement. The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 7 of the Purchase Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Indenture, dated as of April 9, 2015 (the “Indenture”), among the Company and U.S. Bank, National Association, as trustee, relating to the Initial Notes and the Exchange Notes (as defined below).

RETENTION AGREEMENT
Retention Agreement • May 11th, 2012 • Hilltop Holdings Inc. • Fire, marine & casualty insurance • Texas

THIS RETENTION AGREEMENT (this “Agreement”) is made and entered into as of May 8, 2012, by and among Alan B. White (the “Executive”), Hilltop Holdings Inc., a Maryland corporation (the “Purchaser”), and Meadow Corporation, a Maryland corporation and a direct, wholly owned subsidiary of the Purchaser (the “Company”).

REGISTRATION RIGHTS AGREEMENT dated as of August 9, 2005 among Affordable Residential Communities LP, Affordable Residential Communities Inc. and Merrill Lynch, Pierce, Fenner & Smith Incorporated
Registration Rights Agreement • March 11th, 2010 • Hilltop Holdings Inc. • Fire, marine & casualty insurance • New York

This Agreement is made pursuant to the Purchase Agreement, dated as of August 3, 2005, among the Company, Parent and the Initial Purchaser (the “Purchase Agreement”), which provides for the sale by the Company to the Initial Purchaser of an aggregate of $87,000,000 principal amount at maturity ($100,000,000 principal amount at maturity if the Initial Purchaser exercises their option in full) of the Company’s 71/2% Senior Exchangeable Notes due 2025 (the “Securities”). In order to induce the Initial Purchaser to enter into the Purchase Agreement, the Company has agreed to provide to the Initial Purchaser and its direct and indirect transferees the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.

AGREEMENT AND PLAN OF MERGER by and among SWS GROUP, INC. HILLTOP HOLDINGS INC. and PERUNA LLC
Agreement and Plan of Merger • April 1st, 2014 • Hilltop Holdings Inc. • State commercial banks • Delaware

AGREEMENT AND PLAN OF MERGER, dated as of March 31, 2014 (this “Agreement”), by and among HILLTOP HOLDINGS INC., a Maryland corporation (“Purchaser”), PERUNA LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of Purchaser (“Merger Sub”) and SWS GROUP, INC., a Delaware corporation (“Company”).

FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AFFORDABLE RESIDENTIAL COMMUNITIES LP a Delaware limited partnership
Hilltop Holdings Inc. • March 17th, 2008 • Real estate investment trusts • Delaware

THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AFFORDABLE RESIDENTIAL COMMUNITIES LP, dated as of February 11, 2004 is entered into by and among Affordable Residential Communities Inc. (formerly known as ARC IV REIT, Inc.), a Maryland corporation (the “General Partner”) and the limited partners listed on Exhibit A hereto (each a “Limited Partner”).

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