0000950133-08-000881 Sample Contracts

AMENDED AND RESTATED SALE AND SERVICING AGREEMENT by and among CAPITALSOURCE REAL ESTATE LOAN LLC, 2007-A, as the Seller CSE MORTGAGE LLC, as the Originator and as the Servicer EACH OF THE ISSUERS FROM TIME TO TIME PARTY HERETO, EACH OF THE LIQUIDITY...
Sale and Servicing Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • New York

THIS SALE AND SERVICING AGREEMENT (such agreement as amended, modified, waived, supplemented, restated or replaced from time to time, the “Agreement”) dated as of September 10, 2007, and AMENDED AND RESTATED as of October ___, 2007, by and among:

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EMPLOYMENT AGREEMENT
Employment Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • Maryland

This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of this 1st day of February 2007 (the “Effective Date”), by and between CapitalSource Inc., a Delaware corporation (the “Employer” or the “Company”), and Steven A. Museles, an individual (the “Executive”).

CREDIT AGREEMENT among CAPITALSOURCE INC. as the Initial Borrower THE GUARANTORS LISTED HEREIN, THE LENDERS LISTED HEREIN, WACHOVIA BANK, NATIONAL ASSOCIATION, as the Administrative Agent, Swingline Lender, and Issuing Lender BANK OF AMERICA, N.A., as...
Credit Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • New York

CREDIT AGREEMENT, dated as of March 14, 2006 and as amended through December 19, 2007 (this “Credit Agreement”), among CAPITALSOURCE INC., a Delaware corporation, CAPITALSOURCE TRS INC., a Delaware corporation (“TRS”), CAPITALSOURCE FINANCE LLC, a Delaware limited liability company (“CSF”), CSE MORTGAGE LLC, a Delaware limited liability company (“CSM”), and CAPITALSOURCE SF TRS INC., a Delaware corporation (“SFTRS” and, together with TRS, CSF and CSM, and any other Subsidiary of the Borrower that becomes a party to this Credit Agreement, collectively the “Guarantors” and individually a “Guarantor”), the several banks and other financial institutions from time to time parties to this Credit Agreement (collectively the “Lenders” and individually a “Lender”), WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent for the Lenders hereunder (in such capacity, the “Administrative Agent” or the “Agent”), Swingline Lender, and Issuing Lender, and BANK OF A

CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT
Restricted Stock Unit Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • Delaware

CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (“Restricted Stock Units”) for shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Unit Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).

CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT
Restricted Stock Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • Delaware

CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Stock Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).

SECOND AMENDMENT TO THE SALE AND SERVICING AGREEMENT
Sale and Servicing Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts

This Second Amendment (this “Amendment”) to the Sale and Servicing Agreement referenced below is entered into as of October 15, 2007, among CapitalSource Funding VII Trust, a Delaware statutory trust (the “Issuer”), CS Funding VII Depositor LLC, a Delaware limited liability company, as Depositor (in such capacity, the “Depositor”), CapitalSource Finance LLC, a Delaware limited liability company (“CapitalSource”), as Loan Originator (in such capacity, the “Loan Originator”) and as Servicer (in such capacity, the “Servicer”) and Wells Fargo Bank, National Association, a national banking association, as Indenture Trustee on behalf of the Noteholders and as Paying Agent (in such capacities, the “Indenture Trustee”), as Collateral Custodian (the “Collateral Custodian”) and as Backup Servicer (the “Backup Servicer”).

AMENDED AND RESTATED SALE AND SERVICING AGREEMENT by and among CSE QRS FUNDING I LLC, as the Seller CSE MORTGAGE LLC, as the Originator and as the Servicer EACH OF THE PURCHASERS AND PURCHASER AGENTS FROM TIME TO TIME PARTY HERETO, WACHOVIA CAPITAL...
Sale and Servicing Agreement • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • New York

THIS AMENDED AND RESTATED SALE AND SERVICING AGREEMENT (such agreement as amended, modified, waived, supplemented, restated or replaced from time to time, the “Agreement”) is made as of this 28th day of April, 2006, by and among:

CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENT FOR DIRECTORS
Equity Incentive Plan Restricted Stock Agreement for Directors • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • Delaware

CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Stock Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).

CAPITALSOURCE INC. THIRD AMENDED AND RESTATED EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT FOR DIRECTORS
Equity Incentive Plan • February 29th, 2008 • Capitalsource Inc • Real estate investment trusts • Delaware

CapitalSource Inc., a Delaware corporation (the “Company”), hereby grants restricted stock units (“Restricted Stock Units”) for shares of its common stock (“Stock”) to the Grantee named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in the attached Restricted Unit Agreement (the “Agreement”) and in the Company’s Third Amended and Restated Equity Incentive Plan (as amended from time to time, the “Plan”).

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