VOTING AND STANDSTILL AGREEMENTVoting and Standstill Agreement • March 2nd, 2016 • Arbor Realty Trust Inc • Real estate investment trusts • New York
This Voting and Standstill Agreement (this “Agreement”) is made and entered into as of February 25, 2016, between Arbor Realty Trust, Inc., a Maryland corporation, (the “Buyer”), Arbor Commercial Mortgage, LLC, a New York limited liability company (“ACM” and together with Arbor Commercial Funding, LLC, a New York limited liability company, the “Seller”) and the other Persons whose names appear on the signature pages hereto (each such Person, together with ACM, a “Stockholder” and, collectively, the “Stockholders”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Asset Purchase Agreement (as defined below).
ASSET PURCHASE AGREEMENT among ARBOR REALTY LIMITED PARTNERSHIP, ARBOR REALTY TRUST, INC., ARSR ACQUISITION COMPANY, LLC, ARBOR COMMERCIAL MORTGAGE, LLC, and ARBOR COMMERCIAL FUNDING, LLC, Dated as of February 25, 2016Asset Purchase Agreement • March 2nd, 2016 • Arbor Realty Trust Inc • Real estate investment trusts • New York
ASSET PURCHASE AGREEMENT, dated as of February 25, 2016 (this “Agreement”), among Arbor Realty Limited Partnership, a Delaware limited partnership (the “Partnership”), ARSR Acquisition Company, LLC, a Delaware limited liability company (the “TRS” and together with the Partnership, the “Buyer”), Arbor Realty Trust, Inc., a Maryland corporation, (“Parent”), Arbor Commercial Funding, LLC, a New York limited liability company (“ACF”), and Arbor Commercial Mortgage, LLC, a New York limited liability company (“ACM” and together with ACF, the “Seller”). Parent, Buyer, ACF and ACM are referred to herein individually as a “Party” and collectively as the “Parties.”
