JOINDER AGREEMENT TO COLLATERAL SECURITY, SETOFF AND NETTING AGREEMENT
EXHIBIT 10.4
JOINDER AGREEMENT TO
COLLATERAL SECURITY, SETOFF AND NETTING AGREEMENT
With reference to that certain Collateral Security, Setoff and Netting Agreement dated as of December 7, 2007 (the Master Netting Agreement; capitalized terms used herein without definition have the meanings given in the Master Netting Agreement) by and among ARCO CAPITAL CORPORATION LTD. (ACC), the members of the ACC Group, on the one hand, and LUMINENT MORTGAGE CAPITAL, INC. (Luminent) and the members of the Luminent Group, on the other hand:
WHEREAS, Luminent as Borrower under that certain Amended and Restated Credit Agreement dated September 26, 2007 (as amended by that certain First Amendment to Amended and Restated Credit Agreement dated as of December 7, 2007 as the same may be further amended, supplemented or otherwise modified from time to time, the Credit Agreement), and the members of the Luminent Group named therein as Guarantors, have requested that ACC as Lender thereunder enter into a second amendment to the Credit Agreement (the Second Amendment); and
WHEREAS, OT REALTY TRUST (the New Guarantor) understands and agrees that execution of this Joinder Agreement is a condition precedent to the execution of the Second Amendment;
NOW, THEREFORE, as an inducement to ACC to enter into the Second Amendment, the New Guarantor agrees to join in the Netting Agreement and agrees to be bound by all of the terms and provisions thereof as a member of the Luminent Group.
IN WITNESS WHEREOF, the undersigned has executed this Agreement this 9th day of May, 2008.
OT REALTY TRUST, as the New Guarantor
By: /s/ KAREN CHANG |
Name: Karen Chang |
Title: SVP, Secretary and Treasurer