OMNIBUS AMENDMENT TO OTHER TRANSACTION DOCUMENTS
AND REAFFIRMATION OF GUARANTY
THIS OMNIBUS AMENDMENT TO OTHER TRANSACTION DOCUMENTS AND REAFFIRMATION OF GUARANTY (this Amendment and Reaffirmation) is made as of April 26, 2019 (the Effective Date), by and among NSREIT CB LOAN, LLC, CB LOAN NT-II, LLC, CLNC CREDIT 3, LLC, CLNC CREDIT 4, LLC, CLNC CREDIT 3EU, LLC, and CLNC CREDIT 3UK, LLC, each a Delaware limited liability company (collectively, Seller), CREDIT RE OPERATING COMPANY, LLC, a Delaware limited liability company (Guarantor) and CITIBANK, N.A., a national banking association (Buyer).
WHEREAS, Original Seller and Buyer entered into that certain Master Repurchase Agreement, dated as of April 23, 2018 (the Original Repurchase Agreement);
WHEREAS, concurrently with the Effective Date of this Amendment and Reaffirmation, Sellers and Buyer have entered into that certain Amended and Restated Master Repurchase Agreement (the Repurchase Agreement), which Repurchase Agreement amended, restated and replaced in its entirety the Original Repurchase Agreement (the A&R Transaction). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Repurchase Agreement; and
WHEREAS, in connection with the A&R Transaction, the parties hereto desire to (i) amend each of the Transaction Documents, excepting only the Repurchase Agreement and the Custodial Agreement (collectively, the Other Transaction Documents) and (ii) reaffirm the obligations of Guarantor under the Guaranty.
NOW THEREFORE, in consideration of the foregoing and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby consent and agree as follows:
1. AMENDMENTS TO OTHER TRANSACTION DOCUMENTS. The Other Transaction Documents are hereby amended as follows:
(a) Any references to, and any definition of, the Repurchase Agreement in any of the Other Transaction Documents shall mean, and such definition is hereby amended to refer to, the Repurchase Agreement, as the same may be further amended, restated, replaced, supplemented or otherwise modified from time to time.
2. REAFFIRMATION OF GUARANTY. Guarantor hereby (i) acknowledges and consents to the A&R Transaction and the execution and delivery of this Amendment and Reaffirmation and (ii) represents, warrants and covenants that notwithstanding the execution and delivery of this Amendment and Reaffirmation and the occurrence of the A&R Transaction, all of Guarantors obligations under the Guaranty remain in full force and effect and the same are hereby irrevocably and unconditionally ratified and confirmed by Guarantor in all respects.