AMENDED AND RESTATED MANAGEMENT AGREEMENTManagement Agreement • November 9th, 2006 • GSC Capital Corp • Real estate investment trusts • New York
THIS AMENDED AND RESTATED MANAGEMENT AGREEMENT is made and entered into as of August 7, 2006 by and among GSC CAPITAL CORP., a Maryland corporation (the “Company”), and GSCP (NJ), L.P., a Delaware limited partnership and a New Jersey-based registered investment advisor (together with its permitted assignees, the “Manager”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 27th, 2006 • GSC Capital Corp • New York
This Registration Rights Agreement (this "Agreement'') is dated as of July 11, 2005, by and among GSC Capital Corp., a Maryland corporation (the "Company''), the Initial Purchasers/Placement Agents (as defined below), for whom Deutsche Bank Securities Inc. acts as the representative ("Deutsche Bank'' or, in such capacity, the "Representative''), and GSCP (NJ), L.P., a Delaware limited liability company, for the benefit of the Initial Purchasers/Placement Agents and the Holders (as defined below).
February 3, 2006Management Agreement • November 9th, 2006 • GSC Capital Corp • Real estate investment trusts
We refer to the management agreement (the “Management Agreement”) between you and us dated as of July 11, 2005. This letter confirms our understanding of the new fee arrangement regarding investments made by you in collateralized debt obligations managed by us (“GSCP CDOs”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 27th, 2006 • GSC Capital Corp • New York
This Registration Rights Agreement (this "Agreement") is dated as of July 11, 2005, by and among GSC Capital Corp., a Maryland corporation (the "Company"), Deutsche Bank Securities Inc. (the "Initial Purchaser"), and GSCP (NJ), L.P., a Delaware limited liability company, for the benefit of the Initial Purchaser and the Holders (as defined below).
Master Repurchase AgreementGSC Capital Corp • January 27th, 2006 • New York
THE GSC CORP. 2005 STOCK INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • January 27th, 2006 • GSC Capital Corp
GSC Capital Corp., a Maryland corporation (the “Company”), hereby grants to the “Participant” a Non-qualified Stock Option to purchase shares of Common Stock of the Company pursuant to the GSC Corp. 2005 Stock Incentive Plan (the “Plan”) upon the following terms and conditions:
GSC CAPITAL CORP 2005 STOCK INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENTStock Incentive Plan • January 27th, 2006 • GSC Capital Corp
GSC Capital Corp, a Maryland corporation (the “Company”), hereby grants to the “Participant” this Award of Restricted Stock pursuant to the GSC Capital Corp. 2005 Stock Incentive Plan (the “Plan”) upon the following terms and conditions:
Master RepurchaseGSC Capital Corp • January 27th, 2006 • New York
THE BOND MARKET ASSOCIATION Master RepurchaseGSC Capital Corp • January 27th, 2006 • New York
Master Repurchase AgreementMaster Repurchase Agreement • January 27th, 2006 • GSC Capital Corp • New York
THE BOND MARKET ASSOCIATION Master RepurchaseRepurchase Agreement • January 27th, 2006 • GSC Capital Corp • New York
MASTER PARTICIPATION AGREEMENTMaster Participation Agreement • January 27th, 2006 • GSC Capital Corp • New York
MASTER PARTICIPATION AGREEMENT, dated as of July 22, 2005 (this Participation Agreement), between Goldman Sachs Credit Partners L.P. (GSCP) and GSC Capital Corp. Loan Funding 2005-1 (the Issuer).
August 2, 2005 GOLDMAN SACHS CREDIT PARTNERS L.P., GOLDMAN SACHS INTERNATIONAL, GSC CAPITAL CORP. LOAN FUNDING 2005-1 GSCP (NJ), L.P. and GSC CAPITAL CORP. TRS HOLDINGS, INC. AMENDED AND RESTATED WAREHOUSE AGREEMENTWarehouse Agreement • January 27th, 2006 • GSC Capital Corp • New York
Forward Purchase AgreementForward Purchase Agreement • January 27th, 2006 • GSC Capital Corp • New York
This Forward Purchase Agreement (as amended, modified or supplemented or amended and restated from time to time, the “Agreement”) is made as of August 2, 2005 between Goldman Sachs International, an unlimited liability company incorporated under the laws of England (“GSI”), and GSC Capital Corp. Loan Funding 2005-1, an exempted company incorporated with limited liability under the laws of the Cayman Islands (together with any successor thereto, the “Issuer”).
GSC CAPITAL CORP 2005 STOCK INCENTIVE PLAN AMENDED AND RESTATED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • January 27th, 2006 • GSC Capital Corp
WHEREAS, the parties hereto are parties to a restricted stock award agreement relating to the grant to the Participant (as defined below) of 68,000 shares of restricted stock on July 11, 2005 (the “Existing Restricted Stock Award Agreement”);
TRADEMARK LICENSE AGREEMENT dated as of July 11, 2005 between GSCP (NJ), L.P. and GSC Capital Corp.Trademark License Agreement • January 27th, 2006 • GSC Capital Corp • New York
AGREEMENT dated July 11, 2005 between GSCP (NJ), L.P., a Delaware limited partnership and a New Jersey-based registered asset manager having its principal office at 500 Campus Drive, Suite 220, Florham Park, New Jersey 07932 (“Licensor”) and GSC Capital Corp., a Maryland corporation having its principal office at 500 Campus Drive, Suite 220, Florham Park, New Jersey 07932 (“Licensee”).
