INDEMNIFICATION AGREEMENT by and between ROCKET COMPANIES, INC. and as IndemniteeIndemnification Agreement • July 28th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • Delaware
INDEMNIFICATION AGREEMENT, dated effective as of [·], 2020 (this “Agreement”), by and between Rocket Companies, Inc., a Delaware corporation (the “Company”), and [·] (“Indemnitee”). Capitalized terms used herein and not otherwise defined shall have the respective meanings set forth in Article 1.
AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT Between: UBS REAL ESTATE SECURITIES INC., as Buyer and QUICKEN LOANS INC., as Seller Dated as of April 10, 2015Master Repurchase Agreement • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This is an AMENDED AND RESTATED MASTER REPURCHASE AGREEMENT (the “Agreement”), dated as of April 10, 2015, between Quicken Loans Inc., a Michigan Corporation (the “Seller”) and UBS Real Estate Securities Inc., a Delaware corporation (the “Buyer”).
TAX RECEIVABLE AGREEMENTamongROCKET COMPANIES, INC.,DANIEL GILBERTandROCK HOLDINGS INC. ______________________Dated as of August 5, 2020______________________Tax Receivable Agreement • November 12th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This TAX RECEIVABLE AGREEMENT (as amended from time to time, this “Agreement”), dated as of August 5, 2020, is hereby entered into by and among Rocket Companies, Inc., a Delaware corporation (the “Corporate Taxpayer”), Daniel Gilbert (“Gilbert”), and Rock Holdings Inc., a Michigan corporation (“RHI” and together with Gilbert and along with each of the successors and assigns thereto, the “Members”).
AMENDMENT NO. 4 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • November 9th, 2023 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This Amendment No. 4 (this “Amendment”), dated as of October 26, 2023, amends that certain Master Repurchase Agreement, dated as of September 25, 2020 (as amended by Amendment No. 1 to Master Repurchase Agreement, dated as of September 24, 2021, Amendment No. 2 to Master Repurchase Agreement, dated as of March 31, 2022, Amendment No. 3 to Master Repurchase Agreement, dated as of July 21, 2023, and as may be further amended, restated, supplemented, or otherwise modified from time to time, the “Repurchase Agreement”), between Barclays Bank PLC, as buyer (“Buyer”) and Rocket Mortgage, LLC (formerly known as Quicken Loans, LLC), as seller (“Seller”). Capitalized terms used herein but not otherwise defined shall have the meanings given to such terms in the Repurchase Agreement.
REGISTRATION RIGHTS AGREEMENT dated as of August 5, 2020 between ROCK HOLDINGS INC., DANIEL GILBERT, THE OTHER PARTIES HERETO AND ROCKET COMPANIES, INC.Registration Rights Agreement • November 12th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This Registration Rights Agreement (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of August 5, 2020, is made by and among Rock Holdings Inc. (“RHI”), Daniel Gilbert (“Gilbert”), the other parties hereto and Rocket Companies, Inc. (the “Company”).
MASTER REPURCHASE AGREEMENT between BANK OF AMERICA, N.A. (“Buyer”) and QUICKEN LOANS INC. (“Seller”) dated as of October 16, 2015Master Repurchase Agreement • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
THIS MASTER REPURCHASE AGREEMENT (the “Agreement”) is made and entered into as of October 16, 2015 by and between Bank of America, N.A., a national banking association (“Buyer”), and Quicken Loans Inc., a Michigan corporation (“Seller”).
GUARANTYGuaranty • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
GUARANTY, dated as of December 14, 2017 (as amended, restated, supplemented, or otherwise modified from time to time, this “Guaranty”), made by Quicken Loans Inc., a Michigan corporation (the “Guarantor”), in favor of JPMorgan Chase Bank, National Association (the “Buyer”).
CLASS A COMMON STOCK SUBSCRIPTION AGREEMENTCommon Stock Subscription Agreement • November 12th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This Class A COMMON STOCK SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of August 5, 2020, by and between Rocket Companies, Inc., a Delaware corporation (the “Company”), and Dan Gilbert (the “Subscriber”).
ONE NORTH CENTRAL OFFICE LEASE AGP ONE NORTH CENTRAL OWNER LLC, a Delaware limited liability company as Landlord, and QUICKEN LOANS, INC., a Michigan corporation as Tenant.Office Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • Arizona
This Office Lease, which includes the preceding Summary attached hereto and incorporated herein by this reference (the Office Lease and Summary to be known sometimes collectively hereafter as the “Lease”), dated as of the date set forth in Section 1 of the Summary, is made by and between AGP ONE NORTH CENTRAL OWNER, LLC, a Delaware limited liability company (“Landlord”) and QUICKEN LOANS, INC., a Michigan corporation (“Tenant”).
EXCHANGE AGREEMENTExchange Agreement • July 28th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
EXCHANGE AGREEMENT (this “Agreement”), dated as of [·], 2020, by and among RKT Holdings, LLC, a Michigan limited liability company (the “Company”), Rocket Companies, Inc., a Delaware corporation (“RocketCo”), and the Holders (as defined below).
EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2023 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
This Employment Agreement (this “Agreement”) is made and entered into as of July 28, 2023, by and between RKT Holdings, LLC (the “Company”) and Varun Krishna (“Executive” and, together with the Company, the “Parties”), effective as of the Effective Date (as defined below).
LEASE AGREEMENT BETWEEN TC PARK SOUTH, LLC, AS LANDLORD, AND QUICKEN LOANS INC., AS TENANT DATED APRIL 2, 2012 TWO SOUTHPARK CENTER 6135 PARK SOUTH DRIVE CHARLOTTE, NORTH CAROLINALease Agreement • March 1st, 2022 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • Michigan
animals (other than seeing-eye dogs) shall be brought into or kept in, on or about any tenant’s leased premises. No portion of any tenant’s leased premises shall at any time be used or occupied as sleeping or lodging quarters.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. ONE CAMPUS MARTIUS...Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
SECOND AMENDED AND RESTATED OPERATING AGREEMENT of RKT HOLDINGS, LLC Dated as of August 5, 2020Operating Agreement • November 12th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • Michigan
SECOND AMENDED AND RESTATED OPERATING AGREEMENT (this “Agreement”) OF RKT HOLDINGS, LLC, a Michigan limited liability company (the “Company”), dated as of August 5, 2020, by and among the Company, Rocket Companies, Inc., a Delaware corporation (“RocketCo”), Rock Holdings Inc., a Michigan corporation (“RHI”) and Daniel Gilbert (“Gilbert”).
AMENDMENT NO. 3 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • May 10th, 2022 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This is a MASTER REPURCHASE AGREEMENT, dated as of December 14, 2017, among QL GINNIE EBO, LLC, a Delaware limited liability company, as seller (“Seller”), QL GINNIE REO, LLC, a Delaware limited liability company, as REO Subsidiary (“REO Subsidiary” and together with Seller, the “Seller Parties”), ROCKET MORTGAGE, LLC, a Michigan limited liability company, as owner and servicer and as guarantor (“Guarantor”) and JPMORGAN CHASE BANK, NATIONAL ASSOCIATION, a banking association organized under the laws of the United States (the “Buyer”).
AMENDMENT NO. 2 TO MASTER REPURCHASE AGREEMENTMaster Repurchase Agreement • March 1st, 2022 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This Amendment No. 2 to Master Repurchase Agreement, dated as of December 17, 2021 (this “Amendment”), by and among Rocket Mortgage, LLC (“Seller”), Nomura Corporate Funding Americas, LLC, in its capacity as a buyer (“NCFA Buyer”), Oakdale Secured Funding Trust Quartz, acting with respect to Series 2020-1, in its capacity as a buyer (“SPV Buyer”, and, together with NCFA Buyer, each, a “Buyer”, and collectively, the “Buyers”), and Nomura Corporate Funding Americas, LLC, as agent (in such capacity, “Agent”).
FOURTH LEASE AMENDMENTFourth Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
This FOURTH LEASE AMENDMENT (this “Amendment”) is made as of the 21th day of March 2007, by and between 800 TOWER SPE LLC, having an office at c/o Gale Real Estate Services Company, LLC, 4 Becker Farm Road, Roseland, New Jersey 07068 (“Landlord”), and QUICKEN LOANS, INC., having an office at 20555 Victor Parkway, Livonia, Michigan 48152 (“Tenant”).
EIGHTH AMENDMENT TO LEASEEighth Amendment to Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
This Eighth Amendment to Lease (this “Amendment”) is executed as of November , 2012 (the “Eighth Amendment Date”), between 800 NTCC, LLC, a Delaware limited liability company (“Landlord”), successor in interest, and QUICKEN LOANS INC., a Michigan corporation (“Tenant”).
SECOND AMENDMENT TO 800 TOWER DRIVE LEASERocket Companies, Inc. • July 7th, 2020 • Mortgage bankers & loan correspondents
THIS SECOND AMENDMENT TO 800 TOWER DRIVE LEASE, dated as of the 31st day of October, 2005 (“Second Amendment”) , is being entered into between 800 TOWER SPE LLC (hereinafter called “Landlord”) , a Delaware limited liability company, having an address at The Gale Management Company, L.L.C., Park Avenue at Morris County, 100 Campus Drive, Suite 200, Florham Park, New Jersey 07932 and QUICKEN LOANS, INC., a Michigan corporation, having an address at 2055 Victor Parkway, Livonia, Michigan 48152, Attention: Corporate Counsel and a Taxpayer Identification Number of 38-2603955 (hereinafter called “Tenant”).
FIRST AMENDMENT TO 800 TOWER DRIVE LEASEDrive Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
THIS FIRST AMENDMENT TO 800 TOWER DRIVE LEASE (this “First Amendment”) is made this 13th day of July, 2005, by and between 800 TOWER SPE LLC, a Delaware limited liability company, successor in interest to PW/MS OP SUB I, LLC, a Delaware limited liability company (“PW/MS”), whose address is c/o The Gale Company, L.L.C., Park Avenue at Morris County, 100 Campus Drive, Suite 200, Florham Park, New Jersey 07932-1007 (hereinafter referred to as “Landlord”), and QUICKEN LOANS, INC., a Michigan corporation, whose address is 20555 Victor Parkway, Livonia, Michigan 48152, Attention: Corporate Counsel (hereinafter referred to as “Tenant”).
THIRD LEASE AMENDMENTThird Lease Amendment • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
This THIRD LEASE AMENDMENT (this “Amendment”) is made as of the 10th day of October 2006, by and between 800 TOWER SPE LLC, having an office at c/o The Gale Company, LLC, 100 Campus Drive, Suite 200, Florham Park, New Jersey 07932 (“Landlord”), and QUICKEN LOANS, INC., having an office at 20555 Victor Parkway, Livonia, Michigan 48152 (“Tenant”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. 1401 ROSA PARKS...Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
SECOND AMENDMENT TO LEASE (One North Central)Tenant Work Letter • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
THIS SECOND AMENDMENT TO LEASE (“Second Amendment”) is made and entered into as of the 12th day of August, 2019, by and between AGP ONE NORTH CENTRAL OWNER LLC, a Delaware limited liability company (“Landlord”) and QUICKEN LOANS INC., a Michigan corporation (“Tenant”).
FIRST AMENDMENT TO LEASERocket Companies, Inc. • July 7th, 2020 • Mortgage bankers & loan correspondents
HIGBEE MOTHERSHIP LLC, a Delaware limited liability company (“Landlord”), and QUICKEN LOANS INC., a Michigan corporation (“Tenant”), enter into this First Amendment to Lease (this “Amendment”) dated June 20, 2016.
SECOND AMENDMENT TO AMENDED AND RESTATED LEASERocket Companies, Inc. • July 7th, 2020 • Mortgage bankers & loan correspondents • Michigan
FIFTH AMENDMENT OF LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
THIS FIFTH AMENDMENT OF LEASE (this “Amendment”) dated as of the 4th day of May 2009, between GATEWAY LEWIS, LLC, a California limited liability company, having an office c/o Emmes Asset Management Company LLC, 420 Lexington Avenue, Suite 900, New York, New York 10170 (“Landlord”), and QUICKEN LOANS, INC., having its principal office at 20555 Victor Parkway, Livonia, Michigan 48152 (“Tenant”).
CLASS D COMMON STOCK SUBSCRIPTION AGREEMENTClass D Common Stock Subscription Agreement • November 12th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
This Class D COMMON STOCK SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of August 5, 2020, by and between Rocket Companies, Inc., a Delaware corporation (the “Company”), and Daniel Gilbert (the “Subscriber”).
ELEVENTH AMENDMENT TO LEASERocket Companies, Inc. • July 7th, 2020 • Mortgage bankers & loan correspondents
This Eleventh Amendment to. Lease (“Amendment”) is exeeuted.as of NOVEMBER 12, 2018, between 8.00 .NTCC* LLC, a Delaware limited liability company (“Landlord”) and QUICKEN LOANS .INC., a,Michigan corporation (“Tenant”),
TENTH AMENDMENT TO LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
This Tenth Amendment to Lease (this “Amendment”) is executed as of 5/18, 2015 (the “Effective Date”), by and between 800 NTCC, LLC, a Delaware limited liability company (“Landlord”), successor in interest, and QUICKEN LOANS INC., a Michigan corporation (“Tenant”).
REORGANIZATION AGREEMENTReorganization Agreement • July 28th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
REORGANIZATION AGREEMENT (this “Agreement”), dated as of [·], 2020, by and among Rocket Companies, Inc., a Delaware corporation (“RocketCo”), RKT Holdings, LLC, a Michigan limited liability company (“Holdco”), Rock Holdings Inc., a Michigan corporation (“RHI”) and Daniel Gilbert (“Gilbert”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE REGISTRANT IF PUBLICLY DISCLOSED. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. TROY, MICHIGAN LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents • New York
THIS LEASE is made between the Landlord and the Tenant hereinafter identified in Paragraphs 1(b) and 1(c) hereof, respectively, and constitutes a Lease between the parties of the “Premises” in the “Building” as defined in Paragraph 2 hereof on the terms and conditions and with and subject to the covenants and agreements of the parties hereinafter set forth.
THIRD AMENDMENT TO LEASE (One North Central)Lease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
THIS THIRD AMENDMENT TO LEASE (“Third Amendment”) is made and entered into as of the 14th day of October, 2019, by and between AGP ONE NORTH CENTRAL OWNER LLC, a Delaware limited liability company (“Landlord”) and QUICKEN LOANS INC., a Michigan corporation (“Tenant”).
SIXTH AMENDMENT TO LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
CHASE OFFICE TOWER 611 WOODWARD AVENUE DETROIT, MICHIGAN AMENDED AND RESTATED LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
SEVENTH AMENDMENT TO LEASELease • July 7th, 2020 • Rocket Companies, Inc. • Mortgage bankers & loan correspondents
