Common use of Amendments to Equity Distribution Agreement Clause in Contracts

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows:follows (and except as specifically amended will otherwise remain in effect): 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities the Placement Agent, acting as agent and/or principal, Common Shares common shares of Beneficial Interestbeneficial interest of the Company, $0.01 par value $0.01 per share (the “Common StockShares”), having an aggregate sale price offering amount of up to $550,000,000 89,158,863 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The first sentence of the second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced shall be amended to replace “(File No. 333-199185)” with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution AgreementsFile No. 333-251141)”), with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with To the provisions extent that the Registration Statement is not available for the sales of the Securities Actas contemplated by this Agreement or the Company becomes a Well-Known Seasoned Issuer and desires to file an automatic shelf registration statement on Form S-3 (“WKSI Shelf”) for, among other things, the purpose of the sale of Securities hereunder and is able to make the representations set forth in Exhibit H at any time after the filing of a WKSI Shelf registering the sale of Securities hereunder when the Company is required to make such representations pursuant to Section 7(o), the Company shall file one or more new registration statements (a WKSI Shelf or other appropriate shelf registration statements) with respect to any additional Securities necessary to complete the Commission sale of the Maximum Amount and shall use commercially reasonable efforts to cause such registration statement to become effective as promptly as practicable. After the effectiveness of any such new registration statement and the initial filing of a Prospectus Supplement to the base prospectus included as part of such new registration statement, all references to “Registration Statement” included in this Agreement shall be deemed to include such new registration statement, including all documents incorporated by reference therein pursuant to Item 12 of Form S-3, and all references to “base prospectus” included in this Agreement shall be deemed to include the final form of prospectus, including all documents incorporated therein by reference, included in such new registration statement at the time of the initial filing of a Prospectus Supplement to the base prospectus included as part of such new registration statement. For the avoidance of confusion, all references to “Registration Statement” included in this Agreement relating to the offer and sale of any Securities or such other relevant action that occurred prior to the time of the initial filing of a Prospectus Supplement to the base prospectus included as part of such new registration statement shall be deemed to refer to the Company’s registration statement on Form S-3 (File No. 333-253164251141), as applicable, including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the CompanySecurities, and which incorporates including all documents incorporated by reference documents therein. In the event such new registration statement is a WKSI Shelf, the Company hereby agrees that it will make the representations, warranties and agreements set forth in Exhibit H to the Placement Agent at the same time or times that the Company has filed makes any of the representations, warranties or will file agreements set forth in accordance Section 6.” 4. The first sentence of Section 5(a)(12) of the Equity Distribution Agreement shall be amended to replace “Fourth Amended and Restated Management Agreement, dated November 3, 2015” with “Fifth Amended and Restated Management Agreement, dated March 13, 2018”. 5. The representation in Section 5(a)(22) of the Equity Distribution Agreement is hereby deleted and replaced with the provisions following: “Accurate Tax Disclosure. The statements included or incorporated by reference in the Registration Statement and the Prospectus under the heading “Material U.S. Federal Income Tax Considerations,” insofar as such statements constitute summaries of legal matters, agreements or documents discussed therein are correct in all material respects and fairly summarize such legal matters, agreements or documents.” 6. The representation in Section 5(a)(29) of the Exchange ActEquity Distribution Agreement is hereby deleted and replaced with the following: “Real Estate Investment Trust Status. Commencing with its short taxable year ended December 31, 2013, the Company was organized and has operated in conformity with the requirements for qualification and taxation as a “real estate investment trust” (a “REIT”) under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, and the Treasury regulations thereunder (the “Code”), and the Company’s current and proposed method of operation as described in the in the Registration Statement and the Prospectus will enable the Company to meet, on a continuing basis, the requirements for qualification and taxation as a REIT under the Code, and no actions have been taken (or not taken which are required to be taken) which would reasonably be expected to cause such qualification and taxation to be lost. The Company currently intends to continue to operate in a manner which would permit it to qualify and be taxed as a REIT under the Code. The Company has no current intention of changing its operations or engaging in activities which would reasonably be expected to cause it to fail to qualify, or make economically undesirable its continued qualification, as a REIT under the Code.” 7. Section 7(p) to the Equity Distribution Agreement shall be amended to replace the reference to “Hunton & Xxxxxxxx LLP” with “Hunton Xxxxxxx Xxxxx LLP”. 8. Section 7(p) to the Equity Distribution Agreement shall be amended to replace the reference to “Freshfields Bruckhaus Xxxxxxxx US LLP” with “Ropes & Xxxx LLP”. 9. The first sentence of the Form of Placement Notice attached as Exhibit A to the Equity Distribution Agreement shall be amended to insert “, as amended on April 2, 2021” immediately before “(the “Agreement”)”. 10. Exhibit B to the Equity Distribution Agreement shall be deleted and replaced with Exhibit B hereto. 11. Exhibit D-4 to the Equity Distribution Agreement shall be amended to replace “FORM OF TAX OPINION OF HUNTON & XXXXXXXX LLP” with “FORM OF TAX OPINION OF HUNTON XXXXXXX XXXXX LLP”. 12. Exhibit E to the Equity Distribution Agreement shall be amended to insert “, as amended” immediately before “(the “Equity Distribution Agreement”)” and replace the reference in paragraph 4 to “Hunton & Xxxxxxxx LLP and Freshfields Bruckhaus Xxxxxxxx US LLP” with “Hunton Xxxxxxx Xxxxx LLP and Ropes and Xxxx LLP”. 13. Exhibit F to the Equity Distribution Agreement shall be amended to insert “, as amended” immediately before “(the “Equity Distribution Agreement”)” and replace the reference in paragraph 3 to “Hunton & Xxxxxxxx LLP and Freshfields Bruckhaus Xxxxxxxx US LLP” with “Hunton Xxxxxxx Xxxxx LLP and Ropes & Xxxx LLP”.

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Capital One Securities acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Capital One Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The On or after the date hereof (the “Amendment Date”), the Equity Distribution Agreement is amended as follows: 1. The first sentence of All references to “KeyBanc” or “the first paragraph of Section 1 of KeyBanc Agreement” in the Equity Distribution Agreement is hereby shall be deleted and replaced with any sentences containing such references shall be amended to refer to “the following: Agent” or “The Company agrees that, from time to time during the term of this Agreement, on ” in the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”)singular.” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the followingfollowing text: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities Shares that may be sold collectively pursuant to this Agreement and a prior equity distribution agreement, dated February 27, 2015, by and among the Alternative Equity Distribution Agreements collectively Company, the Adviser, the Administrator and KeyBanc Capital Markets Inc., shall not exceed the Maximum Amount$50,000,000.” 3. The first sentence of the third paragraph of Section 1 is amended by adding “, as amended on October 13, 2015” immediately after “October 1, 2006”. 4. The first sentence of the fourth paragraph of Section 1 is amended by deleting the number “333-185191” and replacing it with “333-208637”. 5. Section 2(b) is amended by deleting the date “December 31, 2014” and replacing it with “March 31, 2017”. 6. The first sentence of Section 2(d) is deleted in its entirety. 7. Section 2(hh) is deleted in its entirety and replaced with the following: “(hh) Except as disclosed in the Registration Statement and the Prospectus, as required to comply with the 1940 Act, as required to comply with the Fifth Amended and Restated Credit Agreement, dated as of May 1, 2015, by and among Gladstone Business Loan, LLC, as borrower, the Adviser, as servicer, the lenders and managing agents named therein, and Keybank National Association, as administrative agent, as the same may be as amended or restated from time to time, and for such prohibitions that would not reasonably be expected to result in a Company Material Adverse Effect, no Subsidiary, other than Gladstone Business Loan LLC, is currently prohibited, directly or indirectly, from paying any dividends to the Company, from making any other distribution on such Subsidiary’s capital stock, from repaying to the Company any loans or advances to such subsidiary from the Company or from transferring any of such Subsidiary’s property or assets to the Company or any other Subsidiary.” 8. The last sentence of Section 2(mm) is deleted in its entirety and replaced with the following “Notwithstanding the foregoing, as of the date of this Agreement, the Company has not filed this Agreement as an exhibit to the Registration Statement, although all such exhibits will be timely filed by post-effective amendment pursuant to Rule 462(d) under the 1933 Act.” 9. Section 4(f) is amended by adding “, and in each case, in accordance with applicable rules and regulations” immediately before “(each such day, a “Settlement Date”)”. 10. Section 4(h) of the Equity Distribution Agreement is hereby deleted in its entirety and replaced with the following: “The Company has filed[Reserved]”. 11. Section 6(p) is amended by deleting “K&L Gates LLP” and replacing it with “Xxxxxxxx Ronon Xxxxxxx and Xxxxx, LLP”. 12. Section 6(s) is amended by deleting “Xxxxxxxx Xxxxxxx LLP” and replacing it with “Xxxxxx LLP”. 13. Section 6(x) is deleted in accordance entirety and replaced with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”following:

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities KeyBanc acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo SecuritiesKeyBanc, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is further amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities [Manager], acting as agent and/or principal, Common Shares up to 30,000,000 shares (the “Maximum Amount”) of Beneficial Interestthe Company’s common shares of beneficial interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph last sentence of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has Transaction Entities have also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17May 7, 2021 2013, as amended by Amendment No. 1 to such agreements, dated as of May 5, 2014, and as further amended by Amendment No. 2 to such agreements, dated as of even date herewith (collectivelyas amended, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon each of [Xxxxx Fargo Securities, LLC], [BMO Capital Markets Corp.], [Xxxxxxxxx LLC], [Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated] and [RBC Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. ] (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution AgreementManagers”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph Form of Section Placement Notice attached as Schedule 1 to the Equity Distribution Agreement shall be amended to add “, as amended on May 5, 2014, and as further amended on October 2, 2014” immediately before “(the “Agreement”)”. 4. Schedule 4 to the Equity Distribution Agreement shall be replaced in its entirety with the schedule set forth as Exhibit A hereto. 5. The first sentence of the Form of Officer Certificate attached as Exhibit 7(n) to the Equity Distribution Agreement is hereby deleted and replaced with the following: amended to add “The Company has filed, in accordance with the provisions of the Securities Actas amended on May 5, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company2014, and which incorporates by reference documents that as further amended on October 2, 2014” immediately before “(the Company has filed or will file in accordance with the provisions of the Exchange Act“Sales Agreement”)”.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities the Placement Agent, acting as agent and/or principal, Common Shares shares of Beneficial Interestthe Company’s common stock, par value $0.01 per share (the “Common Stock”), having an a maximum aggregate sale sales price of up to $550,000,000 177,087,818 (such Common Shares, the “Securities”); provided, however, that in no event shall the Company issue or sell through the Placement Agent such number or dollar amount of Securities that would (i) exceed the number or dollar amount of shares of Common Stock registered on an effective registration statement pursuant to which the offering is being made, (ii) exceed the number of authorized but unissued shares of Common Stock under the Company’s charter, (iii) exceed the number or dollar amount of shares of Common Stock permitted to be sold under Form S-3 (including General Instruction I.B.6 thereof, if applicable) or (iv) exceed the number or dollar amount of shares of Common Stock for which the Company has filed one or more Prospectus Supplements (defined below) (the lesser of (i), (ii), (iii), and such maximum amount(iv), the “Maximum Amount”).” 2. The first sentence of the second paragraph of Section 1 of the Equity Distribution Agreement shall be amended to replace “(File No. 333-213316)” with “(File No. 333-226726)”. 3. The second sentence of the second paragraph of Section 1 of the Equity Distribution Agreement shall be amended to replace “August 25, 2016” with “August 9, 2018”. 4. The first sentence of Section 5(a)(35) of the Equity Distribution Agreement shall be amended to replace “December 31, 2016” with “December 31, 2017” and to replace “December 31, 2017” with “December 31, 2018”. 5. Section 5(a)(36) of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”:

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities [Manager], acting as agent and/or principal, Common Shares up to 20,000,000 shares (the “Maximum Amount”) of Beneficial Interestthe Company’s common shares of beneficial interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph last sentence of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has Transaction Entities have also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17May 7, 2021 2013, as amended by Amendment No. 1 to such agreements, dated as of even date herewith (collectivelyas amended, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon each of [Xxxxx Fargo Securities, LLC], [BMO Capital Markets Corp.], [Xxxxxxxxx LLC], [Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated] and [RBC Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. ] (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution AgreementManagers”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first last sentence of the third paragraph of in Section 1 6(b) of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance Registration Statement became effective upon filing with the provisions Commission.” 4. In Section 12 of the Securities ActEquity Distribution Agreement, the reference to “CubeSmart, 000 Xxxx Xxxxxxxxxx Xxxx, Xxxxx 0000, Xxxxx, PA 19807” shall be replaced with “CubeSmart, 0 Xxx Xxxxxxxxx Xxxx, Xxxxxxx, XX 00000”. 5. The first sentence of the Form of Placement Notice attached as Schedule 1 to the Equity Distribution Agreement shall be amended to add “, as amended on May 5, 2014” immediately before “(the “Agreement”)”. 6. Schedule 4 to the Equity Distribution Agreement shall be replaced in its entirety with the Commission a registration statement on Form S-3 (File Noschedule set forth as Exhibit A hereto. 7. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions The first sentence of the Exchange ActForm of Officer Certificate attached as Exhibit 7(n) to the Equity Distribution Agreement is amended to add “, as amended on May 5, 2014” immediately before “(the “Sales Agreement”)”.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities Citigroup acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo SecuritiesCitigroup, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities SunTrust acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, and KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo SecuritiesSunTrust, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is further amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities [Manager], acting as agent and/or principal, Common Shares up to 40,000,000 shares (the “Maximum Amount”) of Beneficial Interestthe Company’s common shares of beneficial interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph last sentence of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has Transaction Entities have also entered into (i) separate equity distribution agreements (each an “Alternative Distribution Agreement” and, collectively, the “Alternative Distribution Agreements”) with respect each of [Xxxxx Fargo Securities, LLC], [Barclays Capital Inc.], [BMO Capital Markets Corp.], [Xxxxxxxxx LLC], [Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated] and [RBC Capital Markets, LLC] (each an “Alternative Manager” and collectively, the “Alternative Managers”). Each of the Alternative Distribution Agreements is dated as of May 7, 2013, as amended by Amendment No. 1 to the Securitiessuch agreements, dated as of May 45, 20182014, each amended by an amendment Amendment No. 2 to the equity distribution such agreements, dated as of February 17October 2, 2021 (collectively2014, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect by Amendment No. 3 to the Securitiessuch agreements, dated as of February 17even date herewith, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and other than the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum AmountAgreement with Barclays Capital Inc., which is dated December 30, 2015.” 3. The first sentence of the third Form of Placement Notice attached as Schedule 1 to the Equity Distribution Agreement shall be amended to add “, as amended on May 5, 2014, October 2, 2014 and December 30, 2015” immediately before “(the “Agreement”)”. 4. Schedule 4 to the Equity Distribution Agreement shall be replaced in its entirety with the schedule set forth as Exhibit A hereto. 5. The first paragraph of Section 1 the Form of Officer Certificate attached as Exhibit 7(n) to the Equity Distribution Agreement is hereby deleted and replaced with the following: “The undersigned, the duly qualified and elected of CUBESMART (“Company”), a Maryland real estate investment trust, does hereby certify in such capacity and on behalf of the Company, pursuant to Section 7(n) of the Equity Distribution Agreements, each originally dated as of May 7, 2013, among the Company has filedand CubeSmart, in accordance L.P. (“Operating Partnership” and together with the provisions Company, the “Transaction Entities”) on the one hand, and each of and Xxxxx Fargo Securities, LLC, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, BMO Capital Markets Corp., Xxxxxxxxx LLC and RBC Capital Markets, LLC, on the Securities Actother hand, with and the Commission a registration statement on Form S-3 Equity Distribution Agreement, dated as of December 30, 2015 among the Transaction Entities and Barclays Capital Inc. (File No. 333-253164)such agreements, including a base prospectus, relating to certain securities, including the Securities to as may be issued amended from time to time by time, collectively, the Company“Sales Agreements”), and which incorporates by reference documents that to the Company has filed or will file in accordance with the provisions best of the Exchange Act.knowledge of the undersigned:”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities Xxxxxxx Sachs acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo SecuritiesXxxxxxx Xxxxx, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo X.X. Xxxxxx Securities acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with Xxxxx Fargo Securities, LLC, BNY Mellon Capital Markets, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo X.X. Xxxxxx Securities, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees that, from time to time during the term of this Agreement, on the terms and subject to the conditions set forth herein, it may issue and sell through Xxxxx Fargo Securities BNYMCM acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common Stock”), having an aggregate sale price of up to $550,000,000 (such Common Shares, the “Securities”, and such maximum amount, the “Maximum Amount”).” 2. The second paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into (i) separate equity distribution agreements with respect to the Securities, dated as of May 4, 2018, each amended by an amendment to the equity distribution agreements, dated as of February 17, 2021 (collectively, the “2018 Alternative Equity Distribution Agreements”), with BNY Mellon Capital MarketsXxxxx Fargo Securities, LLC, Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx Sachs & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxx, Inc.) (collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo SecuritiesBNYMCM, the “Agents”). The aggregate offering price of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.”

Amendments to Equity Distribution Agreement. The Equity Distribution Agreement is amended as follows: 1. The first last sentence of the first paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company agrees thatTransaction Entities have also entered into separate equity distribution agreements, from time to time during as amended through the term of this date hereof (each an “Alternative Distribution Agreement” and, on the terms and subject to the conditions set forth hereincollectively, it may issue and sell through Xxxxx Fargo Securities acting as agent and/or principal, Common Shares of Beneficial Interest, par value $0.01 per share (the “Common StockAlternative Distribution Agreements”), having with each of [Xxxxx Fargo Securities, LLC], [Barclays Capital Inc.], [BMO Capital Markets Corp.], [Xxxxxxxxx LLC], [Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated] and [RBC Capital Markets, LLC] (each an aggregate sale price of up to $550,000,000 (such Common Shares“Alternative Manager” and collectively, the “Securities”, and such maximum amount, the “Maximum AmountAlternative Managers”).” 2. The second first sentence of the Form of Placement Notice attached as Schedule 1 to the Equity Distribution Agreement shall be amended to add “, as amended on May 5, 2014, October 2, 2014, December 30, 2015 and March 17, 2017” immediately before “(the “Agreement”)”. 3. Schedule 4 to the Equity Distribution Agreement shall be replaced in its entirety with the schedule set forth as Exhibit A hereto. 4. The first paragraph of Section 1 the Form of Officer Certificate attached as Exhibit 7(n) to the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has also entered into undersigned, the duly qualified and elected of CUBESMART (i“Company”), a Maryland real estate investment trust, does hereby certify in such capacity and on behalf of the Company, pursuant to Section 7(n) separate equity distribution agreements with respect to of the SecuritiesEquity Distribution Agreements, each originally dated as of May 47, 20182013, each as amended by an amendment to through the equity distribution agreementsdate hereof, dated as of February 17among the Company and CubeSmart, 2021 L.P. (collectively“Operating Partnership” and together with the Company, the “2018 Alternative Equity Distribution AgreementsTransaction Entities”)) on the one hand, with BNY Mellon and each of Xxxxx Fargo Securities, LLC, Xxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx Incorporated, BMO Capital Markets Corp., Xxxxxxxxx LLC and RBC Capital Markets, LLC, on the other hand, and the Equity Distribution Agreement, originally dated as of December 30, 2015, as amended through the date hereof, among the Transaction Entities and Barclays Capital One Securities, Inc., Citigroup Global Markets Inc., Xxxxxxx Xxxxx & Co. LLC, X.X. Xxxxxx Securities LLC, KeyBanc Capital Markets Inc. and Truist Securities, Inc. (f/k/a SunTrust Xxxxxxxx Xxxxxxxxsuch agreements, Inc.) (as may be amended from time to time, collectively, the “2018 Alternative Placement Agents”) and (ii) an equity distribution agreement with respect to the Securities, dated as of February 17, 2021 (together with the 2018 Alternative Equity Distribution Sales Agreements, the “Alternative Equity Distribution Agreements,” and each, an “Alternative Equity Distribution Agreement”), with BTIG, LLC (together with that to the 2018 Alternative Placement Agents, the “Alternative Placement Agents,” and each, an “Alternative Placement Agent,” and, together with Xxxxx Fargo Securities, the “Agents”). The aggregate offering price best of the Securities that may be sold pursuant to this Agreement and the Alternative Equity Distribution Agreements collectively shall not exceed the Maximum Amount.” 3. The first sentence knowledge of the third paragraph of Section 1 of the Equity Distribution Agreement is hereby deleted and replaced with the following: “The Company has filed, in accordance with the provisions of the Securities Act, with the Commission a registration statement on Form S-3 (File No. 333-253164), including a base prospectus, relating to certain securities, including the Securities to be issued from time to time by the Company, and which incorporates by reference documents that the Company has filed or will file in accordance with the provisions of the Exchange Act.undersigned:”