Gsc Capital Corp Watch

from S-11/A 3 pages Gsc Capital Corp. 500 Campus Drive Suite 220 Florham Park, Nj 07932 Dear Sirs and Mesdames: 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”). With Respect to Investments Made Directly or Indirectly by You in Gscp Cdos

from S-11/A 31 pages Amended and Restated Management Agreement

from S-11 ~10 pages Master Participation Agreement

from S-11 ~10 pages Master Participation Agreement

from S-11 ~5 pages Forward Purchase Agreement

from S-11 ~5 pages Forward Purchase Agreement

from S-11 ~20 pages From Time to Time the Parties Hereto May Enter Into Transactions in Which One Party (“Seller”) Agrees to Transfer to the Other (“Buyer”) Securities or Other Assets (“Securities”) Against the Transfer of Funds by Buyer, With a Simultaneous Agreement by Buyer to Transfer to Seller Such Securities at a Date Certain or on Demand, Against the Transfer of Funds by Seller. Each Such Transaction Shall Be Referred to Herein as a “Transaction” And, Unless Otherwise Agreed in Writing, Shall Be Governed by This Agreement, Including Any Supplemental Terms or Conditions Contained in Annex I Hereto and in Any Other Annexes Identified Herein or Therein as Applicable Hereunder. 2. Definitions

from S-11 ~20 pages From Time to Time the Parties Hereto May Enter Into Transactions in Which One Party (“Seller”) Agrees to Transfer to the Other (“Buyer”) Securities or Other Assets (“Securities”) Against the Transfer of Funds by Buyer, With a Simultaneous Agreement by Buyer to Transfer to Seller Such Securities at a Date Certain or on Demand, Against the Transfer of Funds by Seller. Each Such Transaction Shall Be Referred to Herein as a “Transaction” And, Unless Otherwise Agreed in Writing, Shall Be Governed by This Agreement, Including Any Supplemental Terms or Conditions Contained in Annex I Hereto and in Any Other Annexes Identified Herein or Therein as Applicable Hereunder. 2. Definitions

from S-11 ~20 pages Master Repurchase Agreement September 1996 Version Dated as of July 7, 2005 Between: Bear Stearns & Co. Inc. and Gsc Capital Corp. [Complete Legal Name of Counterparty] 1. Applicability

from S-11 ~20 pages Master Repurchase Agreement September 1996 Version Dated as of July 7, 2005 Between: Bear Stearns & Co. Inc. and Gsc Capital Corp. [Complete Legal Name of Counterparty] 1. Applicability

from S-11 ~20 pages From Time to Time the Parties Hereto May Enter Into Transactions in Which One Party (“Seller”) Agrees to Transfer to the Other (“Buyer”) Securities or Other Assets (“Securities”) Against the Transfer of Funds by Buyer, With a Simultaneous Agreement by Buyer to Transfer to Seller Such Securities at a Date Certain or on Demand, Against the Transfer of Funds by Seller. Each Such Transaction Shall Be Referred to Herein as a “Transaction” And, Unless Otherwise Agreed in Writing, Shall Be Governed by This Agreement, Including Any Supplemental Terms or Conditions Contained in Annex I Hereto and in Any Other Annexes Identified Herein or Therein as Applicable Hereunder. 2. Definitions

from S-11 ~20 pages From Time to Time the Parties Hereto May Enter Into Transactions in Which One Party (“Seller”) Agrees to Transfer to the Other (“Buyer”) Securities or Other Assets (“Securities”) Against the Transfer of Funds by Buyer, With a Simultaneous Agreement by Buyer to Transfer to Seller Such Securities at a Date Certain or on Demand, Against the Transfer of Funds by Seller. Each Such Transaction Shall Be Referred to Herein as a “Transaction” And, Unless Otherwise Agreed in Writing, Shall Be Governed by This Agreement, Including Any Supplemental Terms or Conditions Contained in Annex I Hereto and in Any Other Annexes Identified Herein or Therein as Applicable Hereunder. 2. Definitions

from S-11 ~20 pages Master Repurchase Agreement September 1996 Version Dated as Of: July 8, 2005 Between: Greenwich Capital Markets, Inc. And: Greenwich Street Capital Corp

from S-11 ~20 pages Master Repurchase Agreement September 1996 Version Dated as Of: July 8, 2005 Between: Greenwich Capital Markets, Inc. And: Greenwich Street Capital Corp

from S-11 ~20 pages The Bond Market Association Master Repurchase Agreement September 1996 Version Dated as of June 16, 2005 Between: Gsc Capital Corp. and Deutsche Bank Securities Inc. 1. Applicability

from S-11 ~20 pages The Bond Market Association Master Repurchase Agreement September 1996 Version Dated as of June 16, 2005 Between: Gsc Capital Corp. and Deutsche Bank Securities Inc. 1. Applicability

from S-11 1 page Gsc Capital Corp 2005 Stock Incentive Plan Restricted Stock Award Agreement

from S-11 1 page Gsc Capital Corp 2005 Stock Incentive Plan Restricted Stock Award Agreement

from S-11 ~5 pages The Gsc Corp. 2005 Stock Incentive Plan Non-Qualified Stock Option Award Agreement

from S-11 ~5 pages The Gsc Corp. 2005 Stock Incentive Plan Non-Qualified Stock Option Award Agreement