Origen Financial Inc Sample Contracts

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EXHIBIT 10.1 CONTRIBUTION AGREEMENT
Contribution Agreement • February 5th, 2004 • Origen Financial Inc • Michigan
RECITAL:
Employment Agreement • July 18th, 2006 • Origen Financial Inc • Real estate investment trusts
OF
Agreement • February 5th, 2004 • Origen Financial Inc • Delaware
OF
Agreement • February 5th, 2004 • Origen Financial Inc • Delaware
RECITALS
Credit Agreement • February 5th, 2004 • Origen Financial Inc
LEASE BETWEEN
Origen Financial Inc • February 5th, 2004 • Michigan
RECITALS
Credit Agreement • February 5th, 2004 • Origen Financial Inc
COMMON STOCK
Origen Financial Inc • April 20th, 2004 • Real estate investment trusts • New York
RECITALS
Credit Agreement • February 5th, 2004 • Origen Financial Inc
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT WITH J. PETER SCHERER
Employment Agreement • July 8th, 2008 • Origen Financial Inc • Real estate investment trusts

This First Amendment to the Employment Agreement (this “Amendment”) is made by and between Origen Financial, Inc, a Delaware corporation (“Parent”), Origen Financial, L.L.C, a Delaware limited liability company (“Company”), and J. Peter Scherer (“Executive”) on July 1, 2008. Capitalized terms used but not defined herein shall have the meanings set forth in the Employment Agreement with Executive effective as of October 8, 2006 (the “Agreement”).

EMPLOYMENT AGREEMENT
Employment Agreement • January 4th, 2007 • Origen Financial Inc • Real estate investment trusts

THIS EMPLOYMENT AGREEMENT (this “Agreement”) by and between ORIGEN FINANCIAL, INC., a Delaware corporation (“Parent”), ORIGEN FINANCIAL L.L.C., a Delaware limited liability company (the “Company”) and MARK LANDSCHULZ (“Executive”) is made and entered into on December 28, 2006 but shall for all purposes be effective as of October 8, 2006 (the “Effective Date”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of April 8, 2008, by and between Origen Financial, Inc., a Delaware corporation (the “Company”), and the William M. Davidson Trust u/a/d 12/13/04, (the “Holder”).

MEMBERSHIP PLEDGE AGREEMENT
Membership Pledge Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS MEMBERSHIP PLEDGE AGREEMENT (the “Agreement”) is made as of April 8, 2008, by and between Origen Financial, Inc., a Delaware corporation (“Pledgor”), and William M. Davidson Trust u/a/d 12/13/04 (“Pledgee”).

ORIGEN FINANCIAL, INC. STOCK PURCHASE WARRANT
Origen Financial Inc • April 11th, 2008 • Real estate investment trusts • Michigan

THIS IS TO CERTIFY that the William M. Davidson Trust u/a/d 12/13/04 and its transferees, successors and assigns (the “Holder”), for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, is entitled to purchase from Origen Financial, Inc., a Delaware corporation (the “Company”), at the price of $1.22 per share, the closing consolidated bid price of the Company’s common stock, $0.01 par value per share (“Common Stock”) at 4:00 pm (EST) on the trading date immediately prior to the date hereof (the “Exercise Price”), at any time after the date hereof (the “Commencement Date”) and expiring on April 8, 2013 (the “Expiration Date”), Two Million Six Hundred Thousand (2,600,000) shares of Common Stock (as such number may be adjusted as provided herein, the “Warrant Shares”).

EMPLOYMENT AGREEMENT
Employment Agreement • May 7th, 2009 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into effective as of October 1, 2003 (the “Effective Date”), by and between ORIGEN FINANCIAL, INC., a Delaware corporation (“Parent”), ORIGEN FINANCIAL L.L.C., a Delaware limited liability company (“Origen”), and PAUL GALASPIE (the “Executive”).

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ARTICLE I.
Sales Agreement • August 29th, 2005 • Origen Financial Inc • Real estate investment trusts • New York
COMMON STOCK
Purchase Agreement • February 5th, 2004 • Origen Financial Inc • New York
SENIOR SECURED LOAN AGREEMENT
Senior Secured Loan Agreement • September 17th, 2007 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS SENIOR SECURED LOAN AGREEMENT (“Loan Agreement”) dated as of September 11, 2007, sets forth the terms of a financing transaction by and between Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), and the William M. Davidson Trust u/a/d December 13, 2004 (“Lender”), and certain agreements between the parties related thereto, all as set forth herein.

Contract
2009 Employment Agreement • May 7th, 2009 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS 2009 EMPLOYMENT AGREEMENT (this “Agreement”) by and among ORIGEN FINANCIAL, INC., a Delaware corporation (“Parent”), ORIGEN FINANCIAL L.L.C., a Delaware limited liability company (the “Company”) and W. ANDERSON GEATER, JR. (“Executive”) is made and entered into on May 1, 2009 and for all purposes shall be effective on April 4, 2009 (the “Effective Date”).

Contract
2009 Employment Agreement • May 7th, 2009 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS 2009 EMPLOYMENT AGREEMENT (this “Agreement”) by and between ORIGEN FINANCIAL, INC., a Delaware corporation (“Parent”), ORIGEN FINANCIAL L.L.C., a Delaware limited liability company (the “Company”) and RONALD A. KLEIN (“Employee”) is made and entered into on May 1, 2009, and for all purposes shall be effective on April 4, 2009 (the “Effective Date”). Collectively, Parent and Company shall be referred to as “Employers.”

FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT WITH RONALD A. KLEIN
Employment Agreement • July 8th, 2008 • Origen Financial Inc • Real estate investment trusts

This First Amendment to the Employment Agreement (this “Amendment”) is made by and between Origen Financial, Inc, a Delaware corporation (“Parent”), Origen Financial, L.L.C, a Delaware limited liability company (“Company”), and Ronald A. Klein (“Executive”) on July 8, 2008. Capitalized terms used but not defined herein shall have the meanings set forth in the Employment Agreement with Executive effective as of July 14, 2006 (the “Agreement”).

FOURTH AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • April 15th, 2005 • Origen Financial Inc • Real estate investment trusts

THIS FOURTH AMENDMENT TO CREDIT AGREEMENT, entered into on January 14, 2005 but effective for all purposes as of December 31, 2004 (this “Amendment”), is between Origen Financial L.L.C., a Delaware limited liability company (together with its successors and assigns, the “Borrower”), and JPMorgan Chase Bank, N.A. (successor by merger to Bank One, NA (Main Office Chicago) (together with its successors and assigns, the “Lender”).

SENIOR SECURED LOAN AGREEMENT
Senior Secured Loan Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS SENIOR SECURED LOAN AGREEMENT (“Loan Agreement”) dated as of April 8, 2008, sets forth the terms of a financing transaction by and between Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), and the William M. Davidson Trust u/a/d December 13, 2004 (“Lender”), and certain agreements between the parties related thereto, all as set forth herein.

GUARANTY
Guaranty • September 17th, 2007 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS GUARANTY (“Guaranty”) is made on September 11, 2007, by Origen Servicing, Inc., a Delaware corporation, and Origen Financial, Inc., a Delaware corporation (“Guarantors”), in favor of William M. Davidson Trust u/a/d 12/13/04 (“Lender”), to induce Lender to make loans to Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), pursuant to that certain Senior Secured Loan Agreement, of even date herewith, between Borrower and Lender (the “Loan Agreement”), and because Guarantors have determined that executing and delivering this Guaranty is in Guarantors’ interest and to Guarantors’ financial benefit.

AMENDED AND RESTATED GUARANTY
Guaranty • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS AMENDED AND RESTATED GUARANTY (“Guaranty”) is made on April 8, 2008, by Origen Servicing, Inc., a Delaware corporation, Origen Securitization Company, LLC, a Delaware limited liability company, and Origen Financial, Inc., a Delaware corporation (“Guarantors”), in favor of William M. Davidson Trust u/a/d 12/13/04 (“Lender”), to induce Lender to make loans to Origen Financial L.L.C., a Delaware limited liability company (“Borrower”), pursuant to (i) that certain Senior Secured Loan Agreement, of even date herewith between Borrower and Lender, pursuant to which Lender has loaned $46,000,000 to Borrower, and (ii) that certain Amended and Restated Senior Secured Loan Agreement of even date herewith between Borrower and Lender, pursuant to which Lender has loaned an aggregate of $15,000,000 to Borrower (collectively, the “Loan Agreements”), and because Guarantors have determined that executing and delivering this Guaranty is in Guarantors’ interest and to Guarantors’ financial benefit.

STOCK AND MEMBERSHIP PLEDGE AGREEMENT
Stock and Membership Pledge Agreement • April 11th, 2008 • Origen Financial Inc • Real estate investment trusts • Michigan

THIS STOCK AND MEMBERSHIP PLEDGE AGREEMENT (the “Agreement”) is made as of April 8, 2008, by and between Origen Financial L.L.C., a Delaware limited liability company (“Pledgor”), and William M. Davidson Trust u/a/d 12/13/04 (“Pledgee”).

RECITALS
Services and Interest Rebate Agreement • February 5th, 2004 • Origen Financial Inc
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT WITH RONALD A. KLEIN
Employment Agreement • July 18th, 2008 • Origen Financial Inc • Real estate investment trusts

This First Amendment to the Employment Agreement (this “Amendment”) is made by and between Origen Financial, Inc, a Delaware corporation (“Parent”), Origen Financial, L.L.C, a Delaware limited liability company (“Company”), and Ronald A. Klein (“Executive”) on July 1, 2008. Capitalized terms used but not defined herein shall have the meanings set forth in the Employment Agreement with Executive effective as of July 14, 2006 (the “Agreement”).

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