SUPPLEMENTAL INDENTURESupplemental Indenture • May 12th, 2008 • Deerfield Capital Corp. • Real estate investment trusts • Texas
THIS SUPPLEMENTAL INDENTURE, dated as of May 6, 2008 (this “Supplemental Indenture”) is entered into by and between Deerfield Capital LLC, a Delaware limited liability company (formerly Deerfield Triarc Capital LLC) (the “Company”), and The Bank of New York Trust Company, National Association, a national banking association, as trustee (the “Trustee”).
OMNIBUS AMENDMENT NO. 1 (DWFC, LLC and Deerfield TRS (Bahamas) Ltd.)Sale and Servicing Agreement • May 12th, 2008 • Deerfield Capital Corp. • Real estate investment trusts
THIS SALE AND SERVICING AGREEMENT (as amended, modified, waived, supplemented, restated or replaced from time to time, this “Agreement”) is made as of this March 10, 2006, by and among:
FORBEARANCE AGREEMENTForbearance Agreement • May 12th, 2008 • Deerfield Capital Corp. • Real estate investment trusts • New York
THIS FORBEARANCE AGREEMENT, dated as of May 12, 2008 (this “Agreement”), is entered into among DWFC, LLC and Deerfield TRS (Bahamas) Ltd. (together, the “Borrowers” and each a “Borrower”), Deerfield Capital LLC, as Originator (the “Originator”) and as Servicer (the “Servicer”), each of the Conduit Purchasers, the Institutional Purchasers (collectively, and together with the Swingline Purchaser (as defined below), the “Lenders”) and the Purchaser Agents from time to time party to the Sale and Servicing Agreement referenced below, Wachovia Bank, National Association, as Swingline Purchaser (the “Swingline Purchaser”), Wachovia Capital Markets, LLC, as Administrative Agent (the “Administrative Agent”), and Wachovia Bank, National Association, as Hedge Counterparty (the “Hedge Counterparty”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed thereto in the Sale and Servicing Agreement (as defined below).
AMENDMENT No. 1Deerfield Capital Corp. • May 12th, 2008 • Real estate investment trusts • New York
This AMENDMENT No. 1, dated as of May 12, 2008 (this “Amendment”), to and under the Note Purchase Agreement (the “Series A NPA”), dated as of December 21, 2007, by and among DFR MERGER COMPANY, LLC, an Illinois limited liability company (“Buyer Sub”), DEERFIELD & COMPANY LLC, an Illinois limited liability company (“Deerfield & Co.” and, together with the Buyer Sub, the “Issuer”), DEERFIELD CAPITAL CORP (formerly known as Deerfield Triarc Capital Corp.), a Maryland corporation (“DFR” or the “Parent”), TRIARC COMPANIES, INC., as Collateral Agent, the Purchasers, TRIARC COMPANIES, INC., as Administrative Holder, and each other Purchaser. All capitalized terms used herein and not otherwise defined herein are used herein as defined in the Series A NPA.
AMENDMENT No. 1Deerfield Capital Corp. • May 12th, 2008 • Real estate investment trusts • New York
This AMENDMENT No. 1, dated as of May 12, 2008 (this “Amendment”), to and under the Note Purchase Agreement (the “Series B NPA”), dated as of December 21, 2007, by and among DFR MERGER COMPANY, LLC, an Illinois limited liability company (“Buyer Sub”), DEERFIELD & COMPANY LLC, an Illinois limited liability company (“Deerfield & Co.” and, together with the Buyer Sub, the “Issuer”), DEERFIELD CAPITAL CORP (formerly known as Deerfield Triarc Capital Corp.), a Maryland corporation (“DFR” or the “Parent”), TRIARC COMPANIES, INC., as Collateral Agent, the Purchasers, TRIARC COMPANIES, INC., as Administrative Holder, and each other Purchaser. All capitalized terms used herein and not otherwise defined herein are used herein as defined in the Series B NPA.
