0000950123-08-005809 Sample Contracts

FORM OF REGISTRATION RIGHTS AGREEMENT BY AND AMONG MFRESIDENTIAL INVESTMENTS, INC. AND CERTAIN PERSONS LISTED ON SCHEDULE 1 HERETO dated as of
Registration Rights Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • New York
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MFRESIDENTIAL INVESTMENTS, INC. 2008 EQUITY INCENTIVE PLAN Form of Phantom Share Award Agreement
Phantom Share Award Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • Maryland

AGREEMENT by and between MFResidential Investments, Inc., a Maryland corporation (the “Company”), and (the “Grantee”), dated as of the day of , 2008 (the “Effective Date”).

Sample 1
MFRESIDENTIAL INVESTMENTS, INC. 2008 EQUITY INCENTIVE PLAN Form of Non- Qualified Stock Option Award Agreement
Qualified Stock Option Award Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • Maryland

AGREEMENT by and between MFResidential Investments, Inc., a Maryland corporation (the “Company”), and _________________(the “Optionee”), dated as of the ___day of ___, ___(the “Effective Date”).

Sample 1
MFRESIDENTIAL INVESTMENTS, INC. 2008 EQUITY INCENTIVE PLAN Form of Restricted Stock Award Agreement
Restricted Stock Award Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • Maryland

AGREEMENT by and between MFResidential Investments, Inc., a Maryland corporation (the “Company”), and _________________(the “Grantee”), dated as of the ___day of ___, ___(the “Effective Date”).

Sample 1
MFRESIDENTIAL INVESTMENTS, INC. 2008 EQUITY INCENTIVE PLAN Form of Incentive Stock Option Award Agreement
Stock Option Award Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • Maryland

AGREEMENT by and between MFResidential Investments, Inc., a Maryland corporation (the “Company”), and _________________(the “Optionee”), dated as of the ___day of ___, ___(the “Effective Date”).

Sample 1
FORM OF STOCK AND OP UNIT PURCHASE AGREEMENT
Form of Stock and Op Unit Purchase Agreement • May 16th, 2008 • MFResidential Investments, Inc. • Real estate investment trusts • New York

THIS STOCK AND OP UNIT PURCHASE AGREEMENT (this “Agreement”) dated as of , 2008 is between MFResidential Investments, Inc., a Maryland corporation (the “Company”), MFR Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”) and MFA Mortgage Investments, Inc., a Maryland corporation (the “Purchaser”).

Sample 1
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