0001465740-12-000026 Sample Contracts

February 3, 2012
Two Harbors Investment Corp. • February 28th, 2012 • Real estate investment trusts

Reference is made to that certain Acquisition Services Agreement dated as of the date hereof (the “Acquisition Agreement”) by and between Silver Bay Property Management LLC, a Delaware limited liability company (“Manager”), and Two Harbors Property Investment LLC, a Delaware limited liability company (“Master Servicer”), and that certain Property Management Agreement dated as of the date hereof (the “Management Agreement”) by and between Manager and Master Servicer. The Acquisition Agreement and the Management Agreement are sometimes collectively referred to herein as the “Agreements.” Capitalized terms used but not defined herein shall have the meanings set forth in the applicable Agreement identified by the section titles of this Agreement.

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PROPERTY MANAGEMENT AGREEMENT
Property Management Agreement • February 28th, 2012 • Two Harbors Investment Corp. • Real estate investment trusts • Minnesota

This Property Management Agreement (the “Agreement”) is made and entered into as of February 3, 2012 (the “Effective Date”), by and between Two Harbors Property Investment LLC, a Delaware limited liability company (“Master Servicer”) and Silver Bay Property Management LLC, a Delaware limited liability company (“Manager”) (each sometimes referred to as a “Party” and, collectively, the “Parties”) with reference to the following:

ACQUISITION SERVICES AGREEMENT
Acquisition Services Agreement • February 28th, 2012 • Two Harbors Investment Corp. • Real estate investment trusts • Minnesota

This Acquisition Services Agreement (the “Agreement”) is made and entered into as of the February 3, 2012 (the “Effective Date”), by and between Two Harbors Property Investment LLC, a Delaware limited liability company (“Master Servicer”) and Silver Bay Property Management LLC, a Delaware limited liability company (“Manager”) (each a “Party” and, collectively, the “Parties”) with reference to the following:

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