Ellington Residential Mortgage REIT Sample Contracts
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 29th, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the day of , 2013, effective as of , 2013 (the “Effective Date”), by and between Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), and (“Indemnitee”).
ELLINGTON RESIDENTIAL MORTGAGE REIT COMMON SHARES OF BENEFICIAL INTEREST EQUITY DISTRIBUTION AGREEMENT DATED: November 14, 2023Equity Distribution Agreement • November 15th, 2023 • Ellington Residential Mortgage REIT • Real estate investment trusts • New York
—] Common Shares ELLINGTON RESIDENTIAL MORTGAGE REIT UNDERWRITING AGREEMENTUnderwriting Agreement • April 11th, 2014 • Ellington Residential Mortgage REIT • Real estate investment trusts • New York
RIGHTS AGREEMENT dated as of April 23, 2024 between ELLINGTON CREDIT COMPANY and EQUINITI TRUST COMPANY, LLC Rights AgentRights Agreement • April 23rd, 2024 • Ellington Credit Co • Real estate investment trusts • Maryland
RIGHTS AGREEMENT, dated as of April 23, 2024 (the “Agreement”), between Ellington Credit Company, a Maryland real estate investment trust (the “Company”), and Equiniti Trust Company, LLC, a New York limited liability company (the “Rights Agent”).
SIXTH AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • June 25th, 2024 • Ellington Credit Co • Real estate investment trusts • New York
This SIXTH AMENDED AND RESTATED MANAGEMENT AGREEMENT is entered into as of June 25, 2024 (this “Agreement”) by and among Ellington Credit Company (f/k/a Ellington Residential Mortgage REIT), a Maryland real estate investment trust (the “Company”), for itself and on behalf of each of the Company’s current and future Subsidiaries (as defined below), and Ellington Credit Company Management LLC (f/k/a Ellington Residential Mortgage Management LLC), a Delaware limited liability company (the “Manager”). Effective July 1, 2024, this Agreement amends, restates and supersedes in all respects that certain Fifth Amended and Restated Management Agreement between the Company and the Manager dated as of March 13, 2018, as the same was amended, restated, supplemented or otherwise modified from time to time.
UNDERWRITING AGREEMENTUnderwriting Agreement • May 12th, 2017 • Ellington Residential Mortgage REIT • Real estate investment trusts • New York
3,250,000 Common Shares ELLINGTON RESIDENTIAL MORTGAGE REIT UNDERWRITING AGREEMENTUnderwriting Agreement • June 21st, 2021 • Ellington Residential Mortgage REIT • Real estate investment trusts • New York
ELLINGTON CREDIT COMPANY ADMINISTRATION AGREEMENTAdministration Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts • New York
This ADMINISTRATION AGREEMENT is hereby entered into as of April 1, 2025 (this “Agreement”) by and among Ellington Credit Company, a Delaware statutory trust (the “Company”), for itself and on behalf of each of the Company’s current and future Subsidiaries (as defined below), and Ellington Credit Company Administration LLC, a Delaware limited liability company (the “Administrator”).
ELLINGTON CREDIT COMPANY ADVISORY AGREEMENTAdvisory Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts • New York
This ADVISORY AGREEMENT is hereby entered into as of April 1, 2025 (this “Agreement”) by and among Ellington Credit Company, a Delaware statutory trust (the “Company”), for itself and on behalf of each of the Company’s current and future Subsidiaries (as defined below), and Ellington Credit Company Management LLC, a Delaware limited liability company (the “Adviser”).
RETIREMENT AND RELEASE AGREEMENTRetirement and Release Agreement • April 2nd, 2018 • Ellington Residential Mortgage REIT • Real estate investment trusts • Connecticut
This Retirement and Release Agreement (this “Agreement”) is entered into by and between Lisa Mumford (“Employee”) and Ellington Management Group, L.L.C., a Delaware limited liability company (the “Company”). Ellington Financial LLC, a Delaware limited liability company (“EFC”) and Ellington Residential Mortgage REIT, a Maryland real estate investment trust (“EARN”), enter into this Agreement for the limited purposes of acknowledging and agreeing to Sections 2 and 9 below.
transfer agency and registrar services agreementTransfer Agency and Registrar Services Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts
This Transfer Agency and Registrar Services Agreement (this “Agreement”), dated as of April 1, 2025 (the “Effective Date”), is entered into by and between ELLINGTON CREDIT COMPANY, a Maryland corporation (the “Company”), and EQUINITI Trust Company, LLC, a New York limited liability trust company (“Equiniti”; together with the Company, the “Parties”; each, the “Party”).
SHARE AWARD AGREEMENT ELLINGTON RESIDENTIAL MORTGAGE REITShare Award Agreement • August 8th, 2019 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
THIS SHARE AWARD AGREEMENT (the "Agreement"), dated as of the [ ] day of [ ], 20__, governs the Share Award granted by Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the "Company"), to [ ] (the "Participant"), in accordance with and subject to the provisions of the Company’s 2013 Equity Incentive Plan (as amended, restated or otherwise modified from time to time, the "Plan"). A copy of the Plan has been made available to the Participant. All capitalized terms used but not defined in this Agreement that are defined in the Plan have the same meanings given to them in the Plan.
AMENDMENT NO. 2 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • January 14th, 2025 • Ellington Credit Co • Real estate investment trusts • New York
Ellington Credit Company, a Maryland real estate investment trust (the “Company”), Ellington Credit Company Management LLC, a Delaware limited liability company and the Company’s external manager (the “Manager”), and [PLACEMENT AGENT] (the “Placement Agent”) are parties to that certain Equity Distribution Agreement dated as of November 14, 2023 (the “Original Agreement”), as amended by that certain Amendment No. 1 to the Original Agreement, dated as of April 3, 2024 (the “Amended Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Amended Agreement. The parties hereto, intending to be legally bound, hereby agree as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 23rd, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • New York
This Registration Rights Agreement (as amended from time to time, this “Agreement”) is dated as of September 24, 2012, and is between Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), Blackstone Tactical Opportunities EARN Holdings L.L.C., a Delaware limited liability company (the “Sponsor”) and EMG Holdings, L.P., a Delaware limited partnership (“Ellington” and together with the Sponsor, the “Investors”).
ELLINGTON RESIDENTIAL MORTGAGE REITShare Award Agreement • November 12th, 2014 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
THIS SHARE AWARD AGREEMENT (the “Agreement”), dated as of the [ ] day of [ ], governs the Share Award granted by Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), to [Participant] (the “Participant”), in accordance with and subject to the provisions of the Company’s 2013 Equity Incentive Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.
Letterhead of Ellington Credit Company Management LLC] March 31, 2025Management Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts
ELLINGTON RESIDENTIAL MORTGAGE REIT Share Award AgreementShare Award Agreement • September 25th, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
THIS SHARE AWARD AGREEMENT (the “Agreement”), dated as of the __ day of ________, 2013, governs the Share Award granted by Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), to _________________________ (the “Participant”), in accordance with and subject to the provisions of the Company's 2013 Equity Incentive Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.
SHARE AWARD AGREEMENT ELLINGTON RESIDENTIAL MORTGAGE REITShare Award Agreement • December 18th, 2015 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
THIS SHARE AWARD AGREEMENT (the “Agreement”), dated as of the [ ] day of [ ], 20__, governs the Share Award granted by Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), to [ ] (the “Participant”), in accordance with and subject to the provisions of the Company’s 2013 Equity Incentive Plan (the “Plan”). A copy of the Plan has been made available to the Participant. All terms used in this Agreement that are defined in the Plan have the same meaning given them in the Plan.
AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • April 4th, 2024 • Ellington Residential Mortgage REIT • Real estate investment trusts
Ellington Residential Mortgage REIT, a Maryland real estate investment trust, (the “Company”), Ellington Residential Mortgage Management LLC, a Delaware limited liability company and the Company’s external manager (the “Manager”), and [PLACEMENT AGENT] (the “Placement Agent”) are parties to that certain Equity Distribution Agreement dated as of November 14, 2023 (the “Original Agreement”) All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties hereto, intending to be legally bound, hereby agree as follows:
SHAREHOLDERS’ AGREEMENT AMONG ELLINGTON RESIDENTIAL MORTGAGE REIT, THE SECURITYHOLDERS FROM TIME TO TIME PARTY HERETO AND ELLINGTON RESIDENTIAL MORTGAGE MANAGEMENT LLC Dated as of , 2013Shareholders Agreement • April 23rd, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
This Shareholders’ Agreement (as amended, modified or supplemented in accordance with the terms hereof, this “Agreement”) is entered into as of , 2013, by and among Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), Blackstone Tactical Opportunities EARN Holdings L.L.C., a Delaware limited liability company (the “Sponsor”), EMG Holdings, L.P., a Delaware limited partnership (“Ellington” and together with the Sponsor, the “Investors”), any other securityholders of the Company or Unit holders of the Operating Partnership who become party to this Agreement from time to time pursuant to the terms hereof (together with the Investors, the “Securityholders”) and Ellington Residential Mortgage Management LLC, a Delaware limited liability company (“ERM”). Except as otherwise provided herein, this Agreement replaces and supersedes that certain Investment and Securityholders’ Agreement, dated as of September 24, 2012, by and among the Company, the Invest
SUB-Servicing AgreementSub-Servicing Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts • New York
This Sub-Servicing Agreement (this “Agreement”) is made and entered into effective as of the last day written on the signature page by and between Ellington Credit Company Administration LLC, a Delaware limited liability company (the “Administrator”), Ellington Credit Company, a Delaware statutory trust (the “Company”) and U.S. Bancorp Fund Services, LLC (d/b/a U.S. Bank Global Fund Services), a Wisconsin limited liability company (“USBGFS”).
AMENDMENT NO. 1 TO THE FIFTH AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • April 1st, 2024 • Ellington Residential Mortgage REIT • Real estate investment trusts
This AMENDMENT NO. 1 TO THE FIFTH AMENDED AND RESTATED MANAGEMENT AGREEMENT (this “Amendment”) is entered into as of April 1, 2024 by and among Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), for itself and on behalf of each of the Company’s current and future Subsidiaries, and Ellington Residential Mortgage Management LLC, a Delaware limited liability company (the “Manager”). Unless the context requires otherwise, capitalized terms used in this Amendment and not otherwise defined herein shall have the meanings assigned to such terms in the Agreement (as defined below).
AMENDMENT NO. 3 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • February 12th, 2025 • Ellington Credit Co • Real estate investment trusts • New York
Ellington Credit Company, a Maryland real estate investment trust (the “Company”), Ellington Credit Company Management LLC, a Delaware limited liability company and the Company’s external manager (the “Manager”), and [PLACEMENT AGENT] (the “Placement Agent”) are parties to that certain Equity Distribution Agreement dated as of November 14, 2023 (the “Original Agreement”), as amended by that certain Amendment No. 1 to the Original Agreement, dated as of April 3, 2024 and as further amended by that certain Amendment No. 2 to the Original Agreement, dated as of January 13, 2025 (the “Amended Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Amended Agreement. The parties hereto, intending to be legally bound, hereby agree as follows:
ELLINGTON CREDIT COMPANY Series A Preferred Shares SUBSCRIPTION AND INVESTMENT REPRESENTATION AGREEMENTSubscription and Investment Representation Agreement • December 9th, 2024 • Ellington Credit Co • Real estate investment trusts • New York
THIS AGREEMENT, dated as of December 9, 2024, is by and between Ellington Credit Company, a Maryland real estate investment trust (the “Trust”), and the undersigned subscriber (the “Subscriber”). In consideration of the mutual promises contained herein, and other good, valuable and adequate consideration, the parties hereto agree as follows:
AMONG ELLINGTON RESIDENTIAL MORTGAGE REIT, THE SECURITYHOLDERS FROM TIME TO TIME PARTY HERETO AND ELLINGTON RESIDENTIAL MORTGAGE MANAGEMENT LLCShareholders' Agreement • June 11th, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Maryland
This Shareholders' Agreement (as amended, modified or supplemented in accordance with the terms hereof, this “Agreement”) is entered into as of May 6, 2013, by and among Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), Blackstone Tactical Opportunities EARN Holdings L.L.C., a Delaware limited liability company (the “Sponsor”), EMG Holdings, L.P., a Delaware limited partnership (“Ellington” and together with the Sponsor, the “Investors”), any other securityholders of the Company or Unit holders of the Operating Partnership who become party to this Agreement from time to time pursuant to the terms hereof (together with the Investors, the “Securityholders”) and Ellington Residential Mortgage Management LLC, a Delaware limited liability company (“ERM”). Except as otherwise provided herein, this Agreement replaces and supersedes that certain Investment and Securityholders' Agreement, dated as of September 24, 2012, by and among the Company, the I
Risk FactorsManagement Agreement • June 25th, 2024 • Ellington Credit Co • Real estate investment trusts
In addition to its Base Management Fee, our Manager is entitled to receive the Performance Fee based, in large part, upon our achievement of targeted levels of Pre-Performance Fee Net Investment Income. The Performance Fee payable to our Manager is based on our Pre-Performance Fee Net Investment Income, without considering any realized or unrealized gains or losses on our investments. As a result, (i) for quarters in which a Performance Fee is payable, such Performance Fee will exceed 17.5% of our GAAP net income if we generated net realized and unrealized losses on our investments during such quarter, (ii) our Manager could earn a Performance Fee for fiscal quarters during which we generate a GAAP net loss, and (iii) our Manager might be incentivized to manage our portfolio using higher risk assets, using assets with deferred interest features, or using more financial leverage through indebtedness, to generate more income than would be the case if there were no Performance Fee, both o
CUSTODY AGREEMENT By and Between THE BANK OF NEW YORK MELLON And EACH OF THE ENTITIES LISTED ON APPENDIX I HERETOCustody Agreement • April 1st, 2025 • Ellington Credit Co • Real estate investment trusts • New York
This Custody Agreement is made and entered into as of the latest date set forth on the signature page hereto (the “Effective Date”) by and between THE BANK OF NEW YORK MELLON, a New York state chartered bank (“ BNY), and each entity, severally and not joint, listed on Appendix I hereto (each individually, “Customer. With respect to each Customer. a separate custody agreement between such Customer and BNY shall be deemed to have been established, the terms of which are set forth in this Agreement, as if each such Customer had executed a separate agreement solely naming itself as the only Customer. No party listed on Appendix I shall have any liability under this Agreement for the obligations of any other Customer. Transactions in respect of any one Customer shall relate solely to that Customer, references to Appendices, annexes, exhibits and any other addenda to this Agreement shall be deemed to apply to a Customer as applicable and as prepared for such Customer, and references to this
AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ELLINGTON RESIDENTIAL MORTGAGE LP (a Delaware limited partnership) Dated as of September 24, 2012Agreement of Limited Partnership • April 23rd, 2013 • Ellington Residential Mortgage REIT • Real estate investment trusts • Delaware
Ellington Residential Mortgage LP (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Secretary of State of the State of Delaware effective as of July 20, 2012 and an Agreement of Limited Partnership entered into as of July 31, 2012, by and between EARN OP GP LLC, a Delaware limited liability company (the “General Partner”), and Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Ellington REIT”). This Amended and Restated Agreement of Limited Partnership is entered into this 24th day of September, 2012 among the General Partner and the Limited Partners set forth on Exhibit A hereto, for the purpose of amending and restating the Agreement of Limited Partnership.
Ellington Residential Mortgage REIT AMENDMENT NO. 1 TO EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • April 2nd, 2021 • Ellington Residential Mortgage REIT • Real estate investment trusts
Reference is made to the Equity Distribution Agreement, dated June 26, 2017 (the “Equity Distribution Agreement”), between Ellington Residential Mortgage REIT, a Maryland real estate investment trust (the “Company”), Ellington Residential Mortgage Management LLC, the Company’s external manager (the “Manager”) and [●] (the “Placement Agent”), pursuant to which the Company agreed to sell through the Placement Agent, acting as agent and/or principal, common shares of beneficial interest of the Company, $0.01 par value per share (the “Common Shares”), having an aggregate offering amount of up to $100,000,000. All capitalized terms used in this Amendment No. 1 to the Equity Distribution Agreement between the Company, the Manager and the Placement Agent (this “Amendment”) and not otherwise defined herein shall have the respective meanings assigned to them in the Equity Distribution Agreement. The Company, the Manager and the Placement Agent agree as follows: