INDEMNIFICATION AGREEMENTIndemnification Agreement • May 6th, 2021 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of March 3, 2021, by and among Walker & Dunlop, Inc., a Maryland corporation (the “Company” or the “Indemnitor”) and Donna C. Wells (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2013 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 3rd day of March, 2013, by Walker & Dunlop, Inc., a Maryland corporation (the “Company”) with its principal place of business at 7501 Wisconsin Avenue, Suite 1200, Bethesda, MD 20814, and Stephen P. Theobald, residing at the address on file with the Company (the “Executive”).
Number of Shares] Walker & Dunlop, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 9th, 2010 • Walker & Dunlop, Inc. • Finance services • New York
EMPLOYMENT AGREEMENTEmployment Agreement • August 5th, 2020 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 14th day of May, 2020, by Walker & Dunlop, Inc., a Maryland corporation (the “Company”) with its principal place of business at 7501 Wisconsin Avenue, Suite 1200E, Bethesda, MD 20814, and Stephen P. Theobald, residing at the address on file with the Company (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 1st, 2010 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of [ ], 2010 by and among Walker & Dunlop, Inc., a Maryland corporation (the “Company”), and the holders listed on Schedule I hereto (each an “Initial Holder” and collectively, the “Initial Holders”).
AMENDMENT TO THE EMPLOYMENT AGREEMENT BETWEEN WALKER & DUNLOP, INC. AND WILLIAM M. WALKEREmployment Agreement • March 18th, 2013 • Walker & Dunlop, Inc. • Finance services
The Employment Agreement (the “Agreement”), dated October 27, 2010, by Walker & Dunlop, Inc., a Maryland corporation (the “Company”) with its principal place of business at 7501 Wisconsin Avenue, Suite 1200, Bethesda, MD 20814, and William M. Walker, residing at the address on file with the Company (the “Executive”), is hereby amended in the following manner (the “Amendment”), in accordance with Section 13(e) of the Agreement and effective as of December 14, 2012.
8,246,534 Shares of Walker & Dunlop, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • March 18th, 2015 • Walker & Dunlop, Inc. • Finance services • New York
INCENTIVE DEFERRED BONUS COMPENSATION AGREEMENTIncentive Deferred Bonus Compensation Agreement • August 4th, 2010 • Walker & Dunlop, Inc. • Maryland
THIS AGREEMENT (“Agreement”), made as of the 30th day of April, 2009, by and between Walker & Dunlop, LLC (“Employer”) and Deborah A. Wilson (“Employee”).
PURCHASE AGREEMENT, BY AND AMONG WALKER & DUNLOP, INC., WALKER & DUNLOP, LLC, CW FINANCIAL SERVICES LLC AND CWCAPITAL LLC JUNE 7, 2012Purchase Agreement • June 15th, 2012 • Walker & Dunlop, Inc. • Finance services • Delaware
THIS PURCHASE AGREEMENT (this “Agreement”), is dated as of June 7, 2012, by and among Walker & Dunlop, Inc., a Maryland corporation (“Parent”), Walker & Dunlop, LLC, a Delaware limited liability company (the “Purchaser”), CW Financial Services LLC, a Delaware limited liability company (the “Seller”), and CWCapital LLC, a Massachusetts limited liability company (the “Company”). Each of Parent, the Purchaser, the Seller and the Company are sometimes referred to herein individually as a “Party,” and collectively as the “Parties.”
VOTING AGREEMENTVoting Agreement • June 18th, 2012 • Walker & Dunlop, Inc. • Finance services • Delaware
THIS VOTING AGREEMENT (this “Agreement”) is made and entered into as of June 7, 2012 by and among (i) Walker & Dunlop, Inc., a Maryland corporation (“Parent”), (ii) Walker & Dunlop, LLC, a Delaware limited liability company (“Purchaser”), (iii) Mallory Walker (“MW”), William M. Walker (“WW”), Richard Warner (“RW”), Deborah Wilson (“DW”), Richard M. Lucas (“RL”) and Howard W. Smith, III (“HS”, and together with MW, WW, RW, DW and RL, collectively the “Stockholders”), and (iii) CW Financial Services LLC, a Delaware limited liability company (“Seller”).
STOCKHOLDERS AGREEMENTStockholders Agreement • December 27th, 2010 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS STOCKHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2010 by and among Walker & Dunlop, Inc., a Maryland corporation (the “Company”), Column Guaranteed LLC, a Delaware limited liability company (“Column”), William M. Walker (“WW”) and Mallory Walker (“MW” and collectively with Column and WW, the “Stockholders”).
WALKER & DUNLOP, INC.Performance Stock Unit Agreement • May 6th, 2021 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants performance stock units (the “Performance Stock Units”) relating to shares of the Company’s common stock, par value $0.01 per share (the “Stock”) to the Grantee named below, subject to the achievement of performance goals and vesting conditions set forth below. Additional terms and conditions of the Performance Stock Units are set forth on this cover sheet and in the attached Performance Stock Unit Agreement (together, the “Agreement”), in the Company’s 2020 Equity Incentive Plan (as amended from time to time, the “Plan”), and in any written employment or other written compensatory agreement between you and the Company or any Affiliate (if any, the “Employment Agreement”).
INCENTIVE DEFERRED BONUS COMPENSATION AGREEMENTIncentive Deferred Bonus Compensation Agreement • August 4th, 2010 • Walker & Dunlop, Inc. • Maryland
THIS AGREEMENT (“Agreement”), made as of the 16th day of June, 2008, by and between Walker & Dunlop GP, LLC (“Employer”) and Richard C. Warner (“Employee”).
GUARANTEE AND COLLATERAL AGREEMENT dated as of December 16, 2021 among WALKER & DUNLOP, INC., as Borrower Certain Subsidiaries of WALKER & DUNLOP, INC., each as a Subsidiary Guarantor and JPMORGAN CHASE BANK, N.A., as Administrative AgentGuarantee and Collateral Agreement • December 20th, 2021 • Walker & Dunlop, Inc. • Finance services • New York
This GUARANTEE AND COLLATERAL AGREEMENT (this “Agreement”), dated as of December 16, 2021, among Walker & Dunlop, Inc., a Maryland corporation (the “Borrower”), certain Subsidiaries of the Borrower from time to time party hereto (each, a “Subsidiary Guarantor” and, collectively, the “Subsidiary Guarantors” and, together with the Borrower, the “Credit Parties” and sometimes, each such party, individually, a “Credit Party”) and JPMorgan Chase Bank, N.A., on behalf of itself and the other Lenders as “Administrative Agent” (as defined and otherwise described in the Credit Agreement and so referred to herein).
WAREHOUSING CREDIT AND SECURITY AGREEMENT AMONG W&D INTERIM LENDER II LLC, AS BORROWER WALKER & DUNLOP, INC., AS GUARANTOR AND BANK OF AMERICA, N.A., AS LENDER, THE OTHER LENDERS WHICH MAY BECOME PARTY HERETO, AND BANK OF AMERICA, N.A., AS...Warehousing Credit and Security Agreement • October 12th, 2012 • Walker & Dunlop, Inc. • Finance services • Massachusetts
This WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Agreement”), dated as of October 5, 2012, is entered into by and between W&D INTERIM LENDER II LLC, a Delaware limited liability company (the “Borrower”), WALKER & DUNLOP, INC., a Maryland corporation (the “Guarantor”) and BANK OF AMERICA, N.A., a national banking association (in its capacity as a lender hereunder, “BoA”) and the other lending institutions which may become parties to this Agreement pursuant to Section 13.15 hereof (each individually a “Lender” and, collectively, “Lenders”) and BANK OF AMERICA, N.A., as administrative agent for itself and the Lenders (in such capacity, the “Administrative Agent”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 10th, 2012 • Walker & Dunlop, Inc. • Finance services • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of September 4, 2012 by and between Walker & Dunlop, Inc., a Maryland corporation (the “Company”), and CW Financial Services LLC, a Delaware limited liability company (the “Initial Holder”).
Walker & Dunlop, Inc.Restricted Stock Agreement • May 14th, 2020 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants restricted shares of the Company’s common stock, par value $0.01 per share (the “Stock”), to the Grantee named below, subject to the vesting and other conditions set forth below (the “Restricted Stock”). Additional terms and conditions of the Restricted Stock are set forth on this cover sheet and in the attached Restricted Stock Agreement (together, the “Agreement”), in the Company’s 2020 Equity Incentive Plan (as amended from time to time, the “Plan”), and in any written employment or other written compensatory agreement between you and the Company or any Affiliate (if any, the “Employment Agreement”).
AMENDMENT NO. 6 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • September 15th, 2023 • Walker & Dunlop, Inc. • Finance services • New York
THIS AMENDMENT NO. 6 TO MASTER REPURCHASE AGREEMENT (this “Amendment”), dated as of September 12, 2023 is made by and between WALKER & DUNLOP, LLC, a Delaware limited liability company (“Seller”) and JPMORGAN CHASE BANK, N.A., a national banking association (the “Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).
WALKER & DUNLOP, INC.Non-Qualified Stock Option Agreement • August 7th, 2019 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants an option (the “Option”) to purchase shares of the Company’s common stock, par value $0.01 per share (the “Stock”), to the Grantee named below, subject to the vesting conditions set forth below. Additional terms and conditions of the Option are set forth on this cover sheet and in the attached Non-Qualified Stock Option Agreement (collectively, the “Agreement”), in the Company’s 2015 Equity Incentive Plan (as amended from time to time, the “Plan”), and in any written employment or other written compensatory arrangement between you and the Company or any Affiliate (if any, the “Employment Agreement”).
CONTRIBUTION AGREEMENT by and among MALLORY WALKER TAYLOR WALKER WILLIAM WALKER HOWARD SMITH, III RICHARD WARNER DONNA MIGHTY MICHAEL YAVINSKY EDWARD B. HERMES DEBORAH WILSON and WALKER & DUNLOP, INC. Dated as of October 29, 2010Contribution Agreement • December 1st, 2010 • Walker & Dunlop, Inc. • Finance services • Maryland
This CONTRIBUTION AGREEMENT (including all exhibits and schedules hereto, this “Agreement”) is made and entered into as of October 29, 2010 (the “Effective Date”) by and among Walker & Dunlop, Inc. (the “Company”), Mallory Walker, Taylor Walker, William Walker, Howard Smith, III, Richard Warner, Donna Mighty, Michael Yavinsky, Edward B. Hermes and Deborah Wilson (each a “Contributor,” and collectively the “Contributors”).
WALKER & DUNLOP, INC.Restricted Stock Agreement • May 14th, 2020 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants restricted shares of the Company’s common stock, par value $0.01 per share (the “Stock”), to the Grantee named below, subject to the vesting and other conditions set forth below (the “Restricted Stock”). Additional terms and conditions of the Restricted Stock are set forth on this cover sheet and in the attached Restricted Stock Agreement (together, the “Agreement”) and in the Company’s 2020 Equity Incentive Plan (as amended from time to time, the “Plan”).
Walker & Dunlop, Inc. Management Deferred Stock Unit Purchase matching Program restricted Stock Unit AgreementRestricted Stock Unit Agreement • May 14th, 2020 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants restricted stock units (the “Restricted Stock Units”) relating to shares of the Company’s common stock, par value $0.01 per share (the “Stock”), to the Participant named below, subject to the vesting conditions set forth below. Additional terms and conditions of the Restricted Stock Units are set forth on this cover sheet and in the attached Restricted Stock Unit Agreement (together, the “Agreement”), in the Company’s Management Deferred Stock Unit Purchase Matching Program (as amended from time to time, the “Matching Program”), and in the Company’s 2020 Equity Incentive Plan (as amended from time to time, the “Plan”).
AMENDMENT NO. 2 TO AMENDED AND RESTATED SIDE LETTERWalker & Dunlop, Inc. • September 15th, 2023 • Finance services • New York
THIS AMENDMENT NO. 2 TO AMENDED AND RESTATED SIDE LETTER, dated as of September 12, 2023 (this “Amendment”) is made by and between WALKER & DUNLOP, LLC, a Delaware limited liability company (“Seller”) and JPMORGAN CHASE BANK, N.A., a national banking association (the “Buyer”). Capitalized terms used but not otherwise defined herein shall have the meanings given to them in the Repurchase Agreement (as defined below).
WALKER & DUNLOP, INC.Incentive Stock Option Agreement • May 10th, 2012 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants an option to purchase shares of its common stock, par value $0.01 (the “Option”), to the optionee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth on this cover sheet and in the attachment (collectively, the “Agreement”), in the Company’s 2010 Equity Incentive Plan (as amended from time to time, the “Plan”), and in any employment agreement between you and the Company or any Affiliate.
EMPLOYMENT AGREEMENTEmployment Agreement • December 1st, 2010 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made this 27th day of October, 2010, by Walker & Dunlop, Inc., a Maryland corporation (the “Company”) with its principal place of business at 7501 Wisconsin Avenue, Suite 1200, Bethesda, MD 20814, and Deborah A. Wilson, residing at the address on file with the Company (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 27th, 2010 • Walker & Dunlop, Inc. • Finance services • Maryland
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2010 by and among Walker & Dunlop, Inc., a Maryland corporation (the “Company”), and the holders listed on Schedule I hereto (each an “Initial Holder” and collectively, the “Initial Holders”).
THIRD AMENDMENT TO MORTGAGE WAREHOUSING CREDIT AND SECURITY AGREEMENTAnd Security Agreement • May 15th, 2017 • Walker & Dunlop, Inc. • Finance services • New York
This THIRD AMENDMENT TO MORTGAGE WAREHOUSING CREDIT AND SECURITY AGREEMENT (the “Third Amendment”), dated as of October 1, 2015, is by and between WALKER & DUNLOP, LLC (the “Borrower”), the various financial institutions and other Persons parties hereto (the “Lenders”), and TD Bank, N.A., as administrative agent for itself and the other Lenders (in such capacity, the “Credit Agent”).
SECOND AMENDMENT TO WAREHOUSING CREDIT AND SECURITY AGREEMENTCredit and Security Agreement • May 9th, 2013 • Walker & Dunlop, Inc. • Finance services • Massachusetts
THIS SECOND AMENDMENT TO WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Amendment”) is made as of April 8, 2013, by and among W&D INTERIM LENDER II LLC (the “Borrower”), WALKER & DUNLOP, INC. (the “Guarantor”), BANK OF AMERICA, N.A., as administrative agent (the “Administrative Agent”), and the lenders party hereto (the “Lenders”).
WALKER & DUNLOP, INC.Restricted Stock Unit Agreement • June 4th, 2015 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants restricted stock units (the “Restricted Stock Units”) relating to shares of the Company’s common stock, par value $0.01 per share (the “Stock”), to the Participant named below, subject to the vesting conditions set forth below. Additional terms and conditions of the Restricted Stock Units are set forth on this cover sheet and in the attached Restricted Stock Unit Agreement (together, the “Agreement”), in the Company’s Management Deferred Stock Unit Purchase Matching Program (as amended from time to time, the “Matching Program”), and in the Company’s 2015 Equity Incentive Plan (as amended from time to time, the “Plan”).
NINTH AMENDMENT TO AMENDED AND RESTATED $650,000,000 WAREHOUSING CREDIT AND SECURITY AGREEMENT among WALKER & DUNLOP, LLC as Borrower, WALKER & DUNLOP, INC. as Parent, and THE LENDERS PARTY HERETO, PNC BANK, NATIONAL ASSOCIATION, as Administrative...Warehousing Credit and Security Agreement • December 14th, 2016 • Walker & Dunlop, Inc. • Finance services
THIS NINTH AMENDMENT TO AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Ninth Amendment”) is made effective as of the 12th day of December, 2016, by and among WALKER & DUNLOP, LLC, a Delaware limited liability company (“Borrower”), WALKER & DUNLOP, INC., a Maryland corporation (“Parent”), the lenders party to the Credit Facility Agreement defined below (the “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, in its capacity as Administrative Agent for the Lenders under the Credit Facility Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
SECOND AMENDMENT TO AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENTAnd Security Agreement • June 19th, 2014 • Walker & Dunlop, Inc. • Finance services
THIS SECOND AMENDMENT TO AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Second Amendment”) is made effective as of the 17th day of June, 2014, by and among WALKER & DUNLOP, LLC, a Delaware limited liability company (“Borrower”), WALKER & DUNLOP, INC., a Maryland corporation (“Parent”), the lenders party to the Credit Facility Agreement defined below (the “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, in its capacity as administrative agent for the Lenders under the Credit Facility Agreement (hereinafter referred to in such capacity as the “Administrative Agent”).
TENTH AMENDMENT TO SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENTWarehousing Credit and Security Agreement • June 11th, 2021 • Walker & Dunlop, Inc. • Finance services
THIS TENTH AMENDMENT TO SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Tenth Amendment”) is made effective as of June 8, 2021, by and among WALKER & DUNLOP, LLC, a Delaware limited liability company (“Borrower”), WALKER & DUNLOP, INC., a Maryland corporation (“Parent”), and PNC BANK, NATIONAL ASSOCIATION (“Lender”).
WALKER & DUNLOP, INC.Performance Stock Unit Agreement • May 9th, 2013 • Walker & Dunlop, Inc. • Finance services
Walker & Dunlop, Inc., a Maryland corporation (the “Company”), hereby grants performance stock units relating to shares of its common stock, par value $0.01 per share (the “Stock”) to the Participant named below, subject to the achievement of performance goals and vesting conditions set forth in the attached Performance Stock Unit Agreement (the “Agreement”). Additional terms and conditions of the grant are set forth on this cover sheet to the Agreement and in the Agreement and the Company’s 2010 Equity Incentive Plan (as amended from time to time, the “2010 Plan”).
THIRD AMENDMENT TO SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENTWarehousing Credit and Security Agreement • May 23rd, 2019 • Walker & Dunlop, Inc. • Finance services
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED WAREHOUSING CREDIT AND SECURITY AGREEMENT (this “Third Amendment”) is made effective as of the 20th day of May, 2019, by and among WALKER & DUNLOP, LLC, a Delaware limited liability company (“Borrower”), WALKER & DUNLOP, INC., a Maryland corporation (“Parent”), and PNC BANK, NATIONAL ASSOCIATION (“Lender”).
FORMATION AGREEMENT BY AND AMONG GREEN PARK FINANCIAL LIMITED PARTNERSHIP, (a District of Columbia limited partnership), WALKER & DUNLOP, INC., (a Delaware corporation), COLUMN GUARANTEED LLC, (a Delaware limited liability company), and WALKER &...Formation Agreement • August 4th, 2010 • Walker & Dunlop, Inc. • Delaware
This FORMATION AGREEMENT (this “Agreement”) is made as of January 30, 2009, by and among Green Park Financial Limited Partnership, a District of Columbia limited partnership (“GPF”), Walker & Dunlop, Inc., a Delaware corporation (“W&D”), Column Guaranteed LLC, a Delaware limited liability company (“CGL”) and Walker & Dunlop, LLC, a Delaware limited liability company (the “Company,” and together with GPF, W&D and CGL, the “Parties,” and, individually, each a “Party”). Certain other terms are used herein as defined below in Section 1 or elsewhere in this Agreement.
