EFTA Document EFTA01432782

EFTA01432782 EFTA01432783 EFTA01432784 EFTA01432785 EFTA01432786 EFTA01432787 EFTA01432788 Execution Version TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Termination Agreement") dated as of December 7, 2016 (the "Termination Date") is entered into by and between Deutsche Bank AG ("Party A") and Southern Financial, LLC (the "Fund" or "Party B"). All capitalized terms used herein and not otherwise defined shall have the meanings provided in the Master Agreement (defined below). WITNESSETH: WHEREAS, Party A and Party B are parties to an ISDA Master Agreement, including the Schedule and Credit Support Annex, dated as of October 28, 2013 (as amended, supplemented or modified from time to time, and including any Confirmation, collectively the "Master Agreement"); and WHEREAS, Party A and Party B wish to terminate the Master Agreement as herein provided effective as of the Termination Date. NOW, THEREFORE, for good and valuable consideration, the existence of which is hereby acknowledged, the parties agree as follows: 1) Termination. The parties hereto agree that there are no Transactions outstanding under the Master Agreement, that no obligations currently exist, and no payments are owed or will be owed by Party A and Party B to each other or to any other party in connection with the termination of the Master Agreement or otherwise. The parties further agree that there are no outstanding balances, liabilities or assets in the name of Party A or Party B under the Master Agreement as of the Termination Date. Accordingly, the parties hereby agree that the Master Agreement is hereby terminated as of the Termination Date. 2) Waiver ofNotice Period. To the extent applicable, each party hereby waives its right to any notice or notice period prior to termination. 3) Governing Law. This Termination Agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to its choice of law principles. The parties hereby consent to the exclusive jurisdiction of, and venue in, any federal or state court of competent jurisdiction located in the Borough of Manhattan, New York City for the purposes of adjudicating any matter arising EFTA01432789 from or in connection with this Agreement. THE PARTIES UNCONDITIONALLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL FOR ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTLY OR INDIRECTLY, THIS TERMINATION AGREEMENT. 4) Miscellaneous. This Termination Agreement may be executed in counterparts, each of which shall be deemed an original instrument and all of which taken together shall constitute one and the same agreement. Each party hereto shall become bound by this Termination Agreement immediately upon such party's execution and delivery hereof and independently of the execution and delivery hereof by the other parties hereto. The parties may sign and deliver this Termination Agreement by electronic mail or facsimile transmission. The parties agree that the delivery of this Termination Agreement by electronic mail or facsimile shall have the same force and effect as delivery of original signatures and that each party may use such electronic mail or facsimile signatures as evidence of the execution and delivery of this Termination Agreement by both parties to the same extent that an original signature could be used. [Signature Page Follows] 1 Confidential Execution Version IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment Agreement to be duly executed and delivered as of the Termination Date. ERNTINANCU Name Title: DEUTSCHE BANK AG By: Name: Title: By: Name: Title: 2 Confidential Execution Version TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Termination Agreement") dated as of December 7, 2016 (the "Termination Date") is entered into by and between Deutsche Bank AG ("Party A") and EFTA01432790 Southern Trust Company, Inc. (the "Fund" or "Party B"). All capitalized terms used herein and not otherwise defined shall have the meanings provided in the Master Agreement (defined below). WITNESSETH: WHEREAS, Party A and Party B are parties to an ISDA Master Agreement, including the Schedule and Credit Support Annex, dated as of October 28, 2013 (as amended, supplemented or modified from time to time, and including any Confirmation, collectively the "Master Agreement"); and WHEREAS, Party A and Party B wish to terminate the Master Agreement as herein provided effective as of the Termination Date. NOW, THEREFORE, for good and valuable consideration, the existence of which is hereby acknowledged, the parties agree as follows: Termination. The parties hereto agree that there are no Transactions outstanding under the Master Agreement, that no obligations currently exist, and no payments are owed or will be owed by Party A and Party B to each other or to any other party in connection with the termination of the Master Agreement or otherwise. The parties further agree that there are no outstanding balances, liabilities or assets in the name of Party A or Party B under the Master Agreement as of the Termination Date. Accordingly, the parties hereby agree that the Master Agreement is hereby terminated as of the Termination Date. 1) Waiver of Notice Period. To the extent applicable, each party hereby waives its right to any notice or notice period prior to termination. 2) Governing Law. This Termination Agreement will be governed by, and construed in accordance with, the laws of the State of New York, without regard to its choice of law principles. The parties hereby consent to the exclusive jurisdiction of, and venue in, any federal or state court of competent jurisdiction located in the Borough of Manhattan, New York City for the purposes of adjudicating any matter arising from or in connection with this Agreement. THE PARTIES UNCONDITIONALLY WAIVE THEIR RESPECTIVE RIGHTS TO A JURY TRIAL FOR ANY CLAIM OR CAUSE OF ACTION BASED UPON OR ARISING OUT OF, DIRECTLY OR INDIRECTLY, THIS TERMINATION AGREEMENT. 3) Miscellaneous. This Termination Agreement may be executed in counterparts, each of which shall be EFTA01432791 deemed an original instrument and alt of which taken together shall constitute one and the same agreement Each party hereto shall become bound by this Termination Agreement immediately upon such party's execution and delivery hereof and independently of the execution and delivery hereof by the other parties hereto. The parties may sign and deliver this Termination Agreement by electronic mail or facsimile transmission. The parties agree that the delivery of this Termination Agreement by electronic mail or facsimile shall have the same force and effect as delivery of original signatures and that each party may use such electronic mail or facsimile signatures as evidence of the execution and delivery of this Termination Agreement by both parties to the same extent that an original signature could be used. 4) [Signature Page Follows] 1 Confidential Execution Version IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment Agreement to be duly executed and delivered as of the Termination Date. SOUTH ST COMPANY, By: Name: Title: DEUTSCHE BANK AG By: Name: Title: By: Name: Title: 2 Confidential Execution Copy TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Termination Agreement") dated as of December 7, 2016 (the "Termination Date") is entered into by and between Deutsche Bank AG ("Party A") and Southern Trust Company, Inc. ("Party B"). All capitalized terms used herein and not otherwise defined shall have the meanings provided in the GMRA (defined below). WITNESSETH; WHEREAS, Party A and Party B are parties to Global Master Repurchase EFTA01432792 Agreement (along with any and all Transactions outstanding thereunder, each as amended, supplemented or modified from time to time, collectively, the "GMRA"; unless otherwise provided herein, all capitalized terms shall have the same meaning ascribed to the terms in the GMRA), dated as of February 26, 2015 ; and WHEREAS, Party A and Party B wish to terminate the GMRA as herein provided effective as of the Termination Date. NOW, THEREFORE, for good and valuable consideration, the existence of which is hereby acknowledged, the parties agree as follows: 1) Termination. The parties hereto agree that there are no Transactions outstanding under the GMRA, that no obligations currently exist, and no payments are owed or will be owed by Party A and Party B to each other or to any other party in connection with the termination of the GMRA or otherwise. The parties further agree that there are no outstanding balances, liabilities or assets in the name of Party A or Party B under the GMRA as of the Termination Date. Accordingly, the parties hereby agree that the GMRA is hereby terminated as of the Termination Date. 2) Waiver of Notice Period. To the extent applicable, each party hereby waives its right to any notice or notice period prior to termination. 3) Governing Law. This Termination Agreement will be governed by, and construed in accordance with, the laws of England. Miscellaneous. This Termination Agreement may be executed in counterparts, each of which shall be deemed an original instrument and all of which taken together shall constitute one and the same agreement. Each party hereto shall become bound by this Termination Agreement immediately upon such party's execution and delivery hereof and independently of the execution and delivery hereof by the other parties hereto. The parties may sign and deliver tliis Termination Agreement by electronic mail or facsimile transmission. The parties agree that the delivery of this Termination Agreement by electronic mail or facsimile shall have the same force and effect as delivery of original signatures and that each party may use such electronic mail or facsimile signatures as evidence of the execution and delivery of this Termination Agreement by both parties to the same extent that an original signature EFTA01432793 could be used. 4) 1 Confidential Execution Copy IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment Agreement to be duly executed and delivered as of the Termination Date. SOUTH COMPANY, INC By: NameP "j a Title: DEUTSCHE BANK AG By: Name: Title: By: Name: Title: 2 Confidential Execution Copy TERMINATION AGREEMENT This TERMINATION AGREEMENT (this "Termination Agreement") dated as of December 7, 2016 (the "Termination Date") is entered into by and between Deutsche Bank AG ("Party A") and Southern Financial LLC ("Party B"). All capitalized terms used herein and not otherwise defined shall have the meanings provided in the GMRA (defined below). WITNESSETH: WHEREAS, Party A and Party B are parties to Global Master Repurchase Agreement (along with any and all Transactions outstanding thereunder, each as amended, supplemented or modified from time to time, collectively, the "GMRA"; unless otherwise provided herein, all capitalized terms shall have the same meaning ascribed to the terms in the GMRA), dated as of January 7, 2015 ; and WHEREAS, Party A and Party B wish to terminate the GMRA as herein provided effective as of the Termination Date. NOW, THEREFORE, for good and valuable consideration, the existence of which is hereby acknowledged, the parties agree as follows: Termination. The parties hereto agree that tliere are no Transactions outstanding under the GMRA, that no obligations currently exist, and no payments are owed or will be EFTA01432794 owed by Party A and Party B to each other or to any other party in connection with the termination of the GMRA or otherwise. The parties further agree that there are no outstanding balances, liabilities or assets in the name of Party A or Party B under the GMRA as of the Termination Date. Accordingly, the parties hereby agree that the GMRA is hereby terminated as of the Termination Date. 2) Waiver of Notice Period. To the extent applicable, each party hereby waives its right to any notice or notice period prior to termination. 3) Governing Law. This Termination Agreement will be governed by, and construed in accordance with, the laws of England. 4) Miscellaneous. Tliis Termination Agreement may be executed in counterparts, each of which shall be deemed an original instrument and all of which taken together shall constitute one and the same agreement. Each party hereto shall become bound by this Termination Agreement immediately upon such party's execution and delivery hereof and independently of the execution and delivery hereof by the other parties hereto. Tlie parties may sign and deliver this Termination Agreement by electronic mail or facsimile transmission. The parties agree that the delivery of this Termination Agreement by electronic mail or facsimile shall have the same force and effect as delivery of original signatures and that each party may use such electronic mail or facsimile signatures as evidence of the execution and delivery of this Termination Agreement by both parties to the same extent that an original signature could be used. 1) 1 Confidential Execution Copy IN WITNESS WHEREOF, each of the parties hereto has caused a counterpart of this Amendment Agreement to be duly executed and delivered as of the Termination Date. SOUT] INANCIAL LLC By: Name; Title; DEUTSCHE BANK AG By; Name: EFTA01432795 Title; By: Name: Title: 2 Confidential EFTA01432796