Browse EX-10 agreements

EXECUTIONVERSION

FIRSTAMENDMENTTOLOANANDSERVICINGAGREEMENTANDCONSENTTO RESTRUCTURING

THISFIRSTAMENDMENTTOLOANANDSERVICINGAGREEMENTAND

CONSENTTORESTRUCTURING,datedasofJune24,2026(this“Amendment”),isentered intobyandamongMASSACHUSETTSMUTUALLIFEINSURANCECOMPANYAND

MASSMUTUAL ASCEND LIFE INSURANCE COMPANY, each in its capacity as a lender (each,a“Lender”and,collectively,the“Lenders”),CMFTRELENDINGSUBMMHOLDCO, LLC,aDelawarelimitedliabilitycompany(“Holdings”),andCMFTRELENDINGSUBMM, LLC, a Delaware limited liability company (“Borrower”). Capitalized terms used and not otherwise definedherein shall have the meanings given to such terms in the Loan Agreement(as defined below and as amended hereby).

RECITALS

WHEREAS,TrimontLLC,asAdministrativeAgent,theLenders,BaringsFinanceLLC, asFacilityServicer,Holdings,BorrowerandCMFTRELendingSubMM,LLC,asPortfolioAsset Servicer,arepartiestothatcertainLoanandServicingAgreement,datedasofMarch16,2022(as the same has been amended prior to the date hereof, the “Existing Loan Agreement”, and as amended by this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Loan Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Loan Agreement; and

WHEREAS, the Lenders desire to provide their prior written consent to a Restructuring (as defined below and as further described herein);

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EXECUTIONVERSION

THIRDAMENDMENTTOAMENDEDANDRESTATEDMASTERREPURCHASEAGREEMENT AND CONSENT TO RESTRUCTURING

THIS THIRD AMENDMENT TO AMENDED AND RESTATED MASTER REPURCHASEAGREEMENTANDCONSENTTORESTRUCTURING,datedasofJune

24, 2026 (this “Amendment”), is entered into by and among DEUTSCHE BANK AG, NEW YORK BRANCH (“Buyer”), CMFT RE LENDING RF SUB DB, LLC, a Delaware limited liability company organized in series (“Seller”), and acknowledged by CIM REAL ESTATE FINANCE TRUST, INC., a Maryland corporation (“Initial Guarantor”), and CIM COMMERCIAL LENDING REIT, a Maryland statutory trust (“Replacement Guarantor” and, together with Initial Guarantor, collectively, “Guarantor”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Repurchase Agreement (as defined below and as amended hereby).

RECITALS

WHEREAS, Buyer and Seller are parties to that certain Amended and Restated Master Repurchase Agreement, dated as of December 23, 2021 (as the same has been amended prior to the date hereof, the “ExistingRepurchaseAgreement”, and as amendedby this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

WHEREAS, Buyer desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

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EXECUTIONVERSION

CONSENT TO RESTRUCTURING

THIS CONSENTTORESTRUCTURING,datedasofJune24,2026(this“Consent”), is entered into by CITIBANK, N.A., a national banking association, in its capacity as administrative agent for the Secured Parties under the Credit Agreement (as defined below) (“AdministrativeAgent”).Capitalizedtermsusedandnototherwisedefinedhereinshallhavethe meanings given to such terms in the Credit Agreement.

RECITALS

WHEREAS, Administrative Agent is a party to that certain Credit and Security Agreement, dated as of December 31, 2019 (as amended by that certain Amendment No. 1 dated as of March 19, 2020, that certain Amendment No. 2 dated as of October 4, 2021, and as further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Credit Agreement”); and

WHEREAS, Administrative Agent desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

NOW THEREFORE, in consideration of the foregoing recitals, and other good and valuableconsideration,thereceiptandsufficiencyofwhichareherebyacknowledged,theparties hereto, intending to be legally bound, agree as follows:

CONSENT TO RESTRUCTURING

(a)As of the date hereof, CIM Group Holdings, LLC, a Delaware limited liability company (“CIM Group”), controls the entity that serves as the external manager of CIM Real Estate Finance Trust, Inc., a Maryland corporation (“Guarantor”).

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EXECUTIONVERSION

SECONDAMENDMENTTOAMENDEDANDRESTATEDMASTERREPURCHASEAGREEMENT AND CONSENT TO RESTRUCTURING

THISSECONDAMENDMENTTOAMENDEDANDRESTATEDMASTERREPURCHASE AGREEMENTANDCONSENTTORESTRUCTURING,datedasofJune

24,2026(this“Amendment”),isenteredintobyandamongCITIBANK,N.A.,anationalbanking association (“Buyer”), CMFT RE LENDING RF SUB CB, LLC, a Delaware limited liability company (“Seller”), and acknowledged by CIM REAL ESTATE FINANCE TRUST, INC., a Maryland corporation (“Guarantor”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Repurchase Agreement (as defined below and as amended hereby).

RECITALS

WHEREAS, Buyer and Seller are parties to that certain Amended and Restated Master Repurchase Agreement, dated as of December 19, 2023 (as the same has been amended prior to the date hereof, the “ExistingRepurchaseAgreement”, and as amendedby this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

WHEREAS, Buyer desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

NOW THEREFORE, in consideration of the foregoing recitals, and other good and valuableconsideration,thereceiptandsufficiencyofwhichareherebyacknowledged,theparties hereto, intending to be legally bound, agree as follows:

ARTICLE 1

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EXECUTIONVERSION

FIRSTAMENDMENTTOMASTERREPURCHASEAGREEMENTANDCONSENTTO RESTRUCTURING

THISFIRSTAMENDMENTTOMASTERREPURCHASEAGREEMENTAND

CONSENTTORESTRUCTURING,datedasofJune24,2026(this“Amendment”),isentered into by and among CITIBANK, N.A., a national banking association (“Buyer”), CLR RE LENDING RF SUB CB, LLC, a Delaware limited liability company (“Seller”), and acknowledged by CIM REAL ESTATE FINANCE TRUST, INC., a Maryland corporation (“Initial Guarantor”), and CIM COMMERCIAL LENDING REIT, a Maryland statutory trust (“Replacement Guarantor”). Capitalized terms used and not otherwise defined herein shall have themeaningsgiventosuchtermsintheRepurchaseAgreement(asdefinedbelowandasamended hereby).

RECITALS

WHEREAS, Buyer and Seller are parties to that certain Master Repurchase Agreement, dated as of December 19, 2023 (as the same has been amended prior to the date hereof, the “Existing Repurchase Agreement”, and as amended by this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

WHEREAS, Buyer desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

NOW THEREFORE, in consideration of the foregoing recitals, and other good and valuableconsideration,thereceiptandsufficiencyofwhichareherebyacknowledged,theparties hereto, intending to be legally bound, agree as follows:

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EXECUTIONVERSION

SIXTHAMENDMENTTOMASTERREPURCHASEANDSECURITIESCONTRACT

AND CONSENT TO RESTRUCTURING

THIS SIXTH AMENDMENT TO MASTER REPURCHASE AND SECURITIES CONTRACTANDCONSENTTORESTRUCTURING,datedasofJune24,2026(this “Amendment”), is entered into by and among WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association (“Buyer”), CMFT RE LENDING RF SUB WF, LLC, a Delaware limited liability company (“Seller”), and acknowledged by CIM REAL ESTATE FINANCE TRUST, INC., a Maryland corporation (“Guarantor”), CMFT RE LENDINGSUBWFHOLDCO,LLC,aDelawarelimitedliabilitycompany(“EquityPledgor”), CIM RE LENDING SUB, LLC, a Delaware limited liability company, and CMFT RE LENDINGSUBII,LLC,aDelawarelimitedliabilitycompany(each,a“ResidualPledgor”and, togetherwithEquityPledgor,individuallyorcollectively,asthecontextmayrequire,“Pledgor”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Repurchase Agreement (as defined below and as amended hereby).

RECITALS

WHEREAS,BuyerandSellerarepartiestothatcertainMasterRepurchaseandSecurities Contract, dated as of May 20, 2021 (as the same has been amended prior to the date hereof, the “Existing Repurchase Agreement”, and as amended by this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

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EXECUTIONVERSION

FIRSTAMENDMENTTOMASTERREPURCHASEAGREEMENTANDCONSENTTO RESTRUCTURING

THISFIRSTAMENDMENTTOMASTERREPURCHASEAGREEMENTAND

CONSENTTORESTRUCTURING,datedasofJune24,2026(this“Amendment”),isentered intobyandamongBARCLAYSBANKPLC,apubliclimitedcompanyorganizedunderthelaws ofEnglandandWales(“Purchaser”),CLRRELENDINGRFSUBBB,LLC,aDelawarelimited liability company (“Seller”), and acknowledged by CIM REAL ESTATE FINANCE TRUST, INC., a Maryland corporation (“Initial Guarantor”), and CIM COMMERCIAL LENDING REIT, a Maryland statutory trust (“Replacement Guarantor”). Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Repurchase Agreement (as defined below and as amended hereby).

RECITALS

WHEREAS, Purchaser, Guarantors and Seller are parties to that certain Master RepurchaseAgreement,datedasofDecember4,2023(asthesamehasbeenamendedpriortothe date hereof, the “Existing Repurchase Agreement”, and as amended by this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

WHEREAS, Purchaser desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

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EXECUTIONVERSION

FIRSTAMENDMENTTOAMENDEDANDRESTATEDMASTERREPURCHASEAGREEMENT AND CONSENT TO RESTRUCTURING

THISFIRSTAMENDMENTTOAMENDEDANDRESTATEDMASTERREPURCHASE AGREEMENT ANDCONSENT TO RESTRUCTURING, dated asof June

24, 2026 (this “Amendment”), is entered into by and among BARCLAYS BANK PLC, a public limited company organized under the laws of England and Wales (“Purchaser”), CMFT RE LENDING RF SUB BB, LLC, a Delaware limited liability company (“Seller”), and acknowledged by CIM REALESTATE FINANCE TRUST, INC., a Maryland corporation,as Guarantor(“Guarantor”).Capitalizedtermsusedandnototherwisedefinedhereinshallhavethe meaningsgiventosuchtermsintheRepurchaseAgreement(asdefinedbelowandasamended hereby).

RECITALS

WHEREAS, Purchaser, Guarantor and Seller are parties to that certain Amended and Restated Master Repurchase Agreement, dated as of December 4, 2023 (as the same has been amended prior to the date hereof, the “Existing Repurchase Agreement”, and as amended by this Amendment, and as hereafter further amended, modified, restated, replaced, waived, substituted, supplemented or extended from time to time, the “Repurchase Agreement”);

WHEREAS, the parties hereto desire to make certain amendments and modifications to the Existing Repurchase Agreement; and

WHEREAS, Purchaser desires to provide its prior written consent to a Restructuring (as defined below and as further described herein);

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Exhibit 10.7.3

ExecutionVersion

THIRD AMENDMENT TO REVOLVINGCREDITAGREEMENT

This Third Amendment to Revolving Credit Agreement (this “Amendment”), is made as of March 28, 2025, by and among CIM GROUP MANAGEMENT, LLC, a Delaware limited liability company (“Borrower”), each Lender party hereto, and CITY NATIONAL BANK, as administrativeagentfortheLenders(insuchcapacity,the“Agent”)andastheSwingLineLender.

Factual Background

A.    Pursuant to that certain Revolving Credit Agreement, dated as of December 30, 2022 (as amended by that certain First Amendment to Revolving Credit Agreement, dated as of January 24, 2023, that certain Second Amendment to Revolving Credit Agreement, dated as of January 27, 2023, and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time through the date hereof, the “Credit Agreement”), by and amongBorrower,thefinancialinstitutionsfromtimetotimepartytheretoaslenders(collectively, the“Lenders”)andtheAgent,theLendersagreedtoprovideanunsecuredrevolvingcreditfacility (the “Facility”) available to Borrower. Capitalized terms used herein without definition have the meanings ascribed to them in the Credit Agreement.

B.    Borrower has requested that (a) the Revolving Credit Aggregate Commitment be increasedby$75,000,000.00(the“RevolvingCreditCommitmentIncrease”),toatotalof

$250,000,000.00,and(b)certainmodificationsbemadetotheCreditAgreementasforthherein.

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[Signature page to Second Amendment]

Exhibit 10.7.2

ExecutionVersion

SECOND

AMENDMENT TO

REVOLVING

CREDIT

AGREEMENT

ThisSecondAmendmenttoRevolvingCreditAgreement(this

“Amendment”),ismadeas of January 27, 2023, by and among CIM GROUP

MANAGEMENT, LLC, a Delaware limited liabilitycompany(“Borrower”),

COMERICABANK(“Comerica”),astheAdditionalLender(as defined

below), and CITY NATIONAL BANK, as administrative agent for the

Lenders (in such capacity, the “Agent”) and as the Swing Line Lender.

Factual Background

A.Pursuant to that certain Revolving Credit Agreement, dated as of

December 30, 2022 (as amended by that certain First Amendment to Revolving

Credit Agreement, dated as of January 24, 2023, and as further amended, restated,

amended and restated, supplemented or otherwise modified from time to time

through the date hereof, the “Credit Agreement”), by and amongBorrower,the

financialinstitutionsfromtimetotimepartytheretoaslenders(collectively, the

“Lenders”)andtheAgent,theLendersagreedtoprovideanunsecuredrevolving

creditfacility (the “Facility”) available to Borrower. Capitalized terms used

herein without definition have the meanings ascribed to them in the Credit

Agreement.

B.Borrower has requested that (a) the Revolving Credit Aggregate

Commitment be increasedby$25,000,000.00(the“NewRevolvingCredit

Commitment”),toatotalof

$175,000,000.00,and(b)certainmodificationsbemadetotheCreditAgreement

asforthherein.

C.Comerica, as a new Lender under the Credit Agreement (in

such capacity, the “AdditionalLender”),iswillingtoprovidetheNew

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US-DOCS\138548577.7

Exhibit 10.7.1

ExecutionVersion

FIRST AMENDMENT TO REVOLVING

CREDITAGREEMENT

ThisFirstAmendmenttoRevolvingCreditAgreement(this“Amendment”),ismadeasof

January 24, 2023, by and among CIM GROUP MANAGEMENT, LLC, a Delaware limited liability

company(“Borrower”),TRUISTBANK(“Truist”),astheAdditionalLender(asdefined below),the

otherLenderspartyhereto,andCITYNATIONALBANK,asadministrativeagentfor the Lenders (in

such capacity, the “Agent”) and as the Swing Line Lender.

Factual Background

A.Pursuant to that certain Revolving Credit Agreement, dated as of December 30, 2022

(amended,restated,amendedandrestated,supplementedorotherwisemodifiedfromtimeto time

through the date hereof, the “Credit Agreement”), by and among Borrower, the financial institutions

fromtimetotimepartytheretoaslenders(collectively,the“Lenders”)andtheAgent, the Lenders

agreed to provide an unsecured revolving credit facility (the “Facility”) available to Borrower.

Capitalizedtermsusedhereinwithoutdefinitionhavethemeaningsascribedtothemin the Credit

Agreement.

B.Borrower has requested that (a) the Revolving Credit Aggregate Commitment be

increasedby$75,000,000.00(the“NewRevolvingCreditCommitment”),toatotalof

$150,000,000.00,and(b)certainmodificationsbemadetotheCreditAgreementasforthherein.

C.Truist, as a new Lender under the Credit Agreement (in such capacity, the

“AdditionalLender”),iswillingtoprovidetheNewRevolvingCreditCommitment,andtheAgent

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ExecutionVersion CONFIDENTIAL

REVOLVINGCREDITAGREEMENT

among

CIMGROUPMANAGEMENT,LLC,

as Borrower

THE LENDERS FROM TIMETOTIMEPARTYHERETO

and

CITYNATIONALBANK,

asAgentandLeadArranger

DATEDASOFDECEMBER30,2022

US-DOCS\137121280.17            

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TABLEOFCONTENTS

Page

1.DEFINITIONS1

1.1Certain Defined Terms    1

1.2InterpretiveProvisions    30

1.3AccountingTerms;Divisions    30

1.4Rates    31

1.5ProFormaCalculations.    32

2.REVOLVINGCREDIT32

2.1Commitment    32

2.2AccrualofInterestandMaturity;EvidenceofObligations    33

2.3RequestsforandRefundingsandConversionsofAdvances    33

2.4DisbursementofAdvances    35

2.5Swing Line    36

2.6InterestPayments; Default Interest    39

2.7Optional Prepayments    40

2.8BaseRate Advance in Absenceof Election or Upon Default    40

2.9Revolving Credit Facility Fee    41

2.10MandatoryRepayment ofRevolving Credit Advances    41

2.11[Reserved]    42

2.12Extension ofMaturity Date    42

2.13CommitmentIncrease    43

3.YIELDPROTECTION; INCREASED COSTS; MARGIN ADJUSTMENTS; TAXES    44

3.1ReimbursementofPrepaymentCosts    44

3.2SuspensionofTermSOFR Advances    45

3.3[Reserved]    45

3.4[Reserved].    45

3.5Increased Costs    45

3.6Capital Adequacy and Other Increased Costs    46

3.7RightofLenderstoFundthroughBranchesandAffiliates    47

3.8Margin Adjustment    47

3.9Delay in Requests    48

3.10Taxes    48

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