Global Net Lease, Inc. Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 28th, 2020 • Global Net Lease, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the [ ] day of [ ], [ ] (the “Effective Date”), by and between Global Net Lease, Inc., a Maryland corporation (the “Company”), and [ ] (the “Indemnitee”).

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FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • June 2nd, 2015 • Global Net Lease, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of _________, 2015, by and between Global Net Lease, Inc., a Maryland corporation (the “Company”), and __________ (“Indemnitee”).

AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P. Date as of July 2, 2013
American Realty Capital Global Trust, Inc. • November 13th, 2013 • Real estate investment trusts • Delaware

THIS AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P. (this “Agreement”) dated as of July 2, 2013, is entered into among AMERICAN REALTY CAPITAL GLOBAL TRUST, INC., a Maryland corporation, as general partner (the “General Partner”), and AMERICAN REALTY CAPITAL GLOBAL SPECIAL LIMITED PARTNERSHIP, LLC, a Delaware limited liability company, as Limited Partner (the “Initial Limited Partner” and “Special Limited Partner”), and the Limited Partners party hereto from time to time.

AMERICAN REALTY CAPITAL GLOBAL TRUST, INC. UP TO 175,000,000 SHARES OF COMMON STOCK SECOND AMENDED AND RESTATED EXCLUSIVE DEALER MANAGER AGREEMENT
Exclusive Dealer Manager Agreement • October 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts • New York

American Realty Capital Global Trust, Inc. (the “Company”) is a Maryland corporation that intends to qualify to be taxed as a real estate investment trust (a “REIT”) for federal income tax purposes beginning with the taxable year ending December 31, 2012, or the first year during which the Company begins material operations. The Company proposes to offer (a) up to 150,000,000 shares of its common stock, $.01 par value per share, (the “Primary Shares”), in the primary offering (the “Primary Offering”), and (b) up to 25,000,000 shares of its common stock (the “DRP Shares” and, together with the Primary Shares, the “Shares”) for issuance through the Company’s distribution reinvestment plan (the “DRP” and together with the Primary Offering, the “Offering”) (subject to the right of the Company to reallocate such Shares between the Primary Shares and the DRP Shares), all upon the other terms and subject to the conditions set forth in the Prospectus (as defined in Section 1(a)). Until the fir

FORM OF ADVISORY AGREEMENT
Advisory Agreement • March 29th, 2012 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts • New York

THIS ADVISORY AGREEMENT (this “Agreement”) dated as of , 2012, and effective as of the Effective Date (as defined below) is entered into among American Realty Capital Global Daily Net Asset Value Trust, Inc., a Maryland corporation (the “Company”), American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), American Realty Capital Global Advisors, LLC, a Delaware limited liability company, and each Local Entity set forth in Appendix A hereto, as such Appendix may be amended from time to time.

AMERICAN REALTY CAPITAL GLOBAL TRUST, INC. SOLICITING DEALER AGREEMENT
Soliciting Dealer Agreement • October 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts

Realty Capital Securities, LLC (the “Dealer Manager”) entered into an exclusive dealer manager agreement, dated as of September 26, 2012 (the “Dealer Manager Agreement”), with American Realty Capital Global Trust, Inc., a Maryland corporation (the “Company”) and American Realty Capital Global Advisors, LLC, pursuant to which the Dealer Manager agreed to use its reasonable best efforts to solicit subscriptions in connection with the public offering (the “Offering”) of (i) up to 150,000,000 shares of the Company's common stock, $0.01 par value per share (“Common Stock”) offered to the public in the primary offering (the “Primary Shares”), and (ii) up to 25,000,000 in shares of Common Stock offered pursuant to the Company's distribution reinvestment plan (the “DRP Shares” and, together with the Primary Shares, the “Shares”) commencing on the Effective Date (as defined below). Notwithstanding the foregoing, the Company has reserved the right to reallocate the Shares between Primary Shares

AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC. UP TO 156,565,656 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT
Dealer Manager Agreement • March 29th, 2012 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts • New York
SECOND AMENDED AND RESTATED SUBSCRIPTION ESCROW AGREEMENT
Subscription Escrow Agreement • October 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts • New York

THIS SUBSCRIPTION ESCROW AGREEMENT dated as of October 15, 2012 (this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital Global Trust, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).

AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC. UP TO 156,565,656 SHARES OF COMMON STOCK FORM OF EXCLUSIVE DEALER MANAGER AGREEMENT
Escrow Agreement • December 8th, 2011 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts • New York
INDEMNIFICATION AGREEMENT
Indemnification Agreement • August 10th, 2015 • Global Net Lease, Inc. • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 2nd day of June, 2015, by and between Global Net Lease, Inc., a Maryland corporation (the “Company”), and Scott J. Bowman, Peter M. Budko, Patrick J. Goulding, William M. Kahane, P. Sue Perrotty, Nicholas Radesca, Edward G. Rendell, Nicholas S. Schorsch, Abby M. Wenzel, Andrew Winer, Edward M. Weil, Jr., Global Net Lease Advisors, LLC, AR Capital, LLC and RCS Capital Corporation (each, an “Indemnitee”).

LOAN AGREEMENT Dated as of October 27, 2017 Among EACH OF THE ENTITIES LISTED ON SCHEDULE I ATTACHED HERETO, collectively, as Borrower and COLUMN FINANCIAL, INC. and CITI REAL ESTATE FUNDING INC., collectively, as Lender
Loan Agreement • November 7th, 2017 • Global Net Lease, Inc. • Real estate investment trusts • New York

THIS LOAN AGREEMENT, dated as of October 27, 2017 (as amended, restated, replaced, supplemented or otherwise modified from time to time, this “Agreement”), among COLUMN FINANCIAL, INC., a Delaware corporation (“Column”), having its principal place of business at Eleven Madison Avenue, New York, New York 10010, CITI REAL ESTATE FUNDING INC., a New York corporation, having an address at 390 Greenwich Street, 7th Floor, New York, New York 10013 (“Citi”, together with Column and their respective successors and/or assigns, each a “Co-Lender” and, collectively, “Lender”), and EACH OF THE ENTITIES LISTED ON SCHEDULE I ATTACHED HERETO, having its principal place of business at c/o Global Net Lease, Inc., 405 Park Avenue, New York, New York 10022 (each, an “Individual Borrower” and collectively, “Borrower”).

PROPERTY MANAGEMENT AND LEASING AGREEMENT
Property Management and Leasing Agreement • March 29th, 2012 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts • New York

This property management and leasing agreement (this “Management Agreement”), is dated as of _______, 2012 and effective as of the Effective Date (as defined below), by and among AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC., a Maryland corporation (the “Company”), AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “OP”), and AMERICAN REALTY CAPITAL GLOBAL PROPERTIES, LLC, a Delaware limited liability company (the “Manager”).

FORM OF SUBSCRIPTION ESCROW AGREEMENT
Form of Subscription Escrow Agreement • December 8th, 2011 • American Realty Capital Global Daily Net Asset Value Trust, Inc. • Real estate investment trusts • New York

THIS SUBSCRIPTION ESCROW AGREEMENT dated as of , 2011(this “Agreement”), is entered into among Realty Capital Securities, LLC (the “Dealer Manager”), American Realty Capital Global Daily Net Asset Value Trust, Inc. (the “Company”) and UMB Bank, N.A., as escrow agent (the “Escrow Agent”).

PROPERTY MANAGEMENT AND LEASING AGREEMENT
Property Management and Leasing Agreement • March 11th, 2013 • American Realty Capital Global Trust, Inc. • Real estate investment trusts • New York

This property management and leasing agreement (this “Management Agreement”), is dated as of April 20, 2012 and effective as of the Effective Date (as defined below), by and among AMERICAN REALTY CAPITAL GLOBAL DAILY NET ASSET VALUE TRUST, INC., a Maryland corporation (the “Company”), AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “OP”), and AMERICAN REALTY CAPITAL GLOBAL PROPERTIES, LLC, a Delaware limited liability company (the “Manager”).

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American Realty Capital Global Trust, Inc. • May 15th, 2014 • Real estate investment trusts
EMPLOYMENT AGREEMENT BETWEEN GLOBAL NET LEASE, INC. AND EDWARD M. WEIL, JR.
Employment Agreement • May 26th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • New York

This Employment Agreement (the “Agreement”), entered into on May 23, 2023, and effective as of the Effective Date (as defined below) by and between Global Net Lease, Inc., a Maryland corporation and real estate investment trust (the “Company”) and Edward M. Weil, Jr. (the “Executive”) (each of them being referred to as a “Party” and together as the “Parties”. The “Effective Date” shall be the date on which the transactions (the “Transaction”) contemplated by that certain Merger Agreement are consummated. “Merger Agreement” means that certain Agreement and Plan of Merger, dated as of May 23, 2023, by and among GNL Internalization Advisor Merger Sub, a Delaware limited liability company, GNL PM Merger Sub, a Delaware limited liability company, RTL Advisor Merger Sub, a Delaware limited liability company, RTL PM Merger Sub, a Delaware limited liability company, the Company, Global Net Lease Operating Partnership, L.P., a Delaware limited partnership, The Necessity Retail REIT, Inc., a Mar

GLOBAL NET LEASE, INC. UNDERWRITING AGREEMENT 4,000,000 Shares of Common Stock
Underwriting Agreement • November 28th, 2018 • Global Net Lease, Inc. • Real estate investment trusts • New York

Global Net Lease, Inc., a Maryland corporation (the “Company”), and Global Net Lease Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), jointly and severally, confirm their agreement with BMO Capital Markets Corp. and UBS Securities LLC, acting as representatives (the “Representatives”) of the Underwriters named in Schedule I hereto (the “Underwriters”), with respect to the issue and sale by the Company and the purchase by the Underwriters subject to the terms and conditions stated in this agreement (this “Agreement”), of an aggregate of 4,000,000 shares (the “Firm Shares”) of the Company’s common stock, $0.01 par value per share (the “Common Stock”). The Company has also agreed to grant to the Underwriters an option to purchase up to an additional 600,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Shares.”

GLOBAL NET LEASE, INC.
Year Outperformance Agreement • June 8th, 2015 • Global Net Lease, Inc. • Real estate investment trusts • Delaware

This 2015 ADVISOR MULTI-YEAR OUTPERFORMANCE AGREEMENT (this “Agreement”) made as of June 2, 2015 (the “Grant Date”), by and among GLOBAL NET LEASE INC., a Maryland corporation (the “Company”), its subsidiary Global Net Lease Operating Partnership, L.P., a Delaware limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and Global Net Lease Advisors, LLC, a Delaware limited liability company, the Company’s manager (the “Advisor”).

GLOBAL NET LEASE, INC. AMENDED AND RESTATED INCENTIVE RESTRICTED SHARE PLAN FORM OF RESTRICTED SHARE AWARD AGREEMENT
Restricted Share Award Agreement • November 6th, 2020 • Global Net Lease, Inc. • Real estate investment trusts • Maryland

THIS RESTRICTED SHARE AWARD AGREEMENT (the “Agreement”), is made, effective as of [INSERT DATE] (hereinafter the “Grant Date”), between Global Net Lease, Inc. (the “Company”), and [INSERT NAME] (the “Participant”).

THIRD AMENDED AND RESTATED ADVISORY AGREEMENT BY AND AMONG AMERICAN REALTY CAPITAL GLOBAL TRUST, INC., AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., AND AMERICAN REALTY CAPITAL GLOBAL ADVISORS, LLC Dated as of July 15, 2013 THIRD AMENDED...
Advisory Agreement • November 13th, 2013 • American Realty Capital Global Trust, Inc. • Real estate investment trusts • New York

THIS THIRD AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”) dated as of July 15, 2013, is entered into among American Realty Capital Global Trust, Inc., a Maryland corporation (the “Company”), American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), American Realty Capital Global Advisors, LLC, a Delaware limited liability company, and each Local Entity set forth in Appendix A hereto, as such Appendix may be amended from time to time.

INDENTURE Dated as of December 16, 2020 Among GLOBAL NET LEASE, INC. GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P. THE SUBSIDIARY GUARANTORS PARTY HERETO and as Trustee
Indenture • December 17th, 2020 • Global Net Lease, Inc. • Real estate investment trusts • New York

This Indenture, dated as of December 16, 2020, is by and among Global Net Lease, Inc., a Maryland corporation (collectively with successors and assigns, the “Parent”), Global Net Lease Operating Partnership, L.P., a Delaware limited partnership (collectively with successors and assigns, the “OpCo,” and together with the Parent, the “Issuers”), the Subsidiary Guarantors party hereto and U.S. Bank National Association, as trustee (the “Trustee”), paying agent and registrar.

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ADVISORY AGREEMENT BY AND AMONG AMERICAN REALTY CAPITAL GLOBAL TRUST, INC., AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., AND AMERICAN REALTY CAPITAL GLOBAL ADVISORS, LLC Dated as of August 14, 2012 AMENDED AND RESTATED ADVISORY AGREEMENT
Advisory Agreement • August 15th, 2012 • American Realty Capital Global Trust, Inc. • Real estate investment trusts • New York

THIS AMENDED AND RESTATED ADVISORY AGREEMENT (this “Agreement”) dated as of August 14, 2012, and effective as of the Effective Date (as defined below) is entered into among American Realty Capital Global Trust, Inc., a Maryland corporation (the “Company”), American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership (the “Operating Partnership”), American Realty Capital Global Advisors, LLC, a Delaware limited liability company, and each Local Entity set forth in Appendix A hereto, as such Appendix may be amended from time to time.

AGREEMENT AND PLAN OF MERGER by and among GLOBAL NET LEASE, INC. GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P. OSMOSIS SUB I, LLC OSMOSIS SUB II, LLC THE NECESSITY RETAIL REIT, INC. and THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P. Dated as of...
Agreement and Plan of Merger • May 26th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • Delaware

THIS AGREEMENT AND PLAN OF MERGER, dated as of May 23, 2023 (this “Agreement”), is made by and among Global Net Lease, Inc., a Maryland corporation (“Parent”), Global Net Lease Operating Partnership, L.P., a Delaware limited partnership (“Parent Operating Partnership”), Osmosis Sub I, LLC, a Maryland limited liability company and a wholly owned subsidiary of Parent (“REIT Merger Sub”), Osmosis Sub II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Parent Operating Partnership (“Partnership Merger Sub”), The Necessity Retail REIT, Inc., a Maryland corporation (the “Company”), and The Necessity Retail REIT Operating Partnership, L.P., a Delaware limited partnership (“Company Operating Partnership”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in Section 1.1.

GLOBAL NET LEASE, INC.
Outperformance Agreement • August 10th, 2015 • Global Net Lease, Inc. • Real estate investment trusts • Delaware

This AMENDED AND RESTATED 2015 ADVISOR MULTI-YEAR OUTPERFORMANCE AGREEMENT (this “Agreement”) made as of August 7, 2015 (the “Grant Date”), by and among GLOBAL NET LEASE INC., a Maryland corporation (the “Company”), its subsidiary GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and GLOBAL NET LEASE ADVISORS, LLC, a Delaware limited liability company, the Company’s manager (the “Advisor”).

GLOBAL NET LEASE, INC. and AMERICAN STOCK TRANSFER AND TRUST COMPANY, LLC (Rights Agent) Rights Agreement Dated as of April 9, 2020
Rights Agreement • April 9th, 2020 • Global Net Lease, Inc. • Real estate investment trusts • New York

This Rights Agreement (this “Agreement”), dated as of April 9, 2020, is made between Global Net Lease, Inc., a Maryland corporation (the “Company”), and American Stock Transfer and Trust Company, LLC, a New York limited liability company (the “Rights Agent”).

GUARANTY AGREEMENT
Guaranty Agreement • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • New York

THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of September 12, 2023, by GLOBAL NET LEASE, INC., a Maryland corporation, having an address at 650 Fifth Avenue, 30th Floor, New York, New York 10019 (“Guarantor”) in favor of BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation, having an address at 745 Seventh Avenue, New York, New York 10019 (“Barclays”), SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, a Delaware corporation, having an address at 245 Park Avenue, New York, New York 10167 (“SocGen”), BANK OF MONTREAL, a Canadian Chartered bank acting through its Chicago Branch, having an address at c/o BMO Capital Markets Corp., 3 Times Square, New York, New York 10036 and KEYBANK NATIONAL ASSOCIATION, a national banking association, having an address at 11501 Outlook Street, Suite 300, Overland Park, Kansas 66211 (“KeyBank”; and together with Barclays, SocGen and BMO, and their respective successors and/or assigns, individually and/or collectively, as the context may require, “Lender

LOAN AGREEMENT Dated as of April 5, 2024 Between THE ENTITIES SET FORTH ON SCHEDULE IV ATTACHED HERETO, collectively, as Borrower and BANK OF MONTREAL, and SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, and BARCLAYS CAPITAL REAL ESTATE INC., and KEYBANK...
Loan Agreement • April 10th, 2024 • Global Net Lease, Inc. • Real estate investment trusts • New York

THIS LOAN AGREEMENT is made as of April 5, 2024 (this “Agreement”), between BANK OF MONTREAL, a Canadian Chartered bank acting through its Chicago Branch, having an address at c/o BMO Capital Markets Corp., 3 Times Square, New York, New York 10036 (“BMO”), SOCIÉTÉ GÉNÉRALE FINANCIAL CORPORATION, a Delaware corporation, having an address at 245 Park Avenue, New York, New York 10167 (“SocGen”), BARCLAYS CAPITAL REAL ESTATE INC., a Delaware corporation, having an address at 745 Seventh Avenue, New York, New York 10019 (“Barclays”) and KEYBANK NATIONAL ASSOCIATION, a national banking association, having an address at 11501 Outlook Street, Suite 300, Overland Park, Kansas 66211 (“KeyBank”; and together with BMO, SocGen and Barclays, and their respective successors and/or assigns, individually and/or collectively, as the context may require, “Lender”) and THE ENTITIES SET FORTH ON SCHEDULE IV ATTACHED HERETO, each a Delaware limited liability company and each having its principal place of bu

GLOBAL NET LEASE, INC. Form of PSU Agreement Pursuant to the Global Net Lease, Inc.
Agreement • December 4th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • Maryland

AGREEMENT (this “Agreement”), dated as of GRANT DATE (the “Grant Date”) between Global Net Lease, Inc., a Maryland corporation (the “Company” and, collectively with its controlled Affiliates, the “Employer”), and FIRST LAST (the “Participant”).

GLOBAL NET LEASE, INC. UNDERWRITING AGREEMENT 3,000,000 Shares of (Liquidation Preference $25.00 Per Share)
Underwriting Agreement • November 22nd, 2019 • Global Net Lease, Inc. • Real estate investment trusts • New York
FIRST AMENDED AND RESTATED UNCONDITIONAL GUARANTY OF PAYMENT AND PERFORMANCE
Global Net Lease, Inc. • August 6th, 2019 • Real estate investment trusts • New York

FOR AND IN CONSIDERATION OF the sum of Ten and No/100 Dollars ($10.00) and other good and valuable consideration paid or delivered to, or otherwise received by, GLOBAL NET LEASE, INC., a Maryland corporation (“REIT”), ARC GLOBAL HOLDCO, LLC, a Delaware limited liability company (“International Holdco”), ARC GLOBAL II HOLDCO, LLC, a Delaware limited liability company (“Global II Holdco”), EACH OF THE ENTITIES IDENTIFIED AS “SUBSIDIARY GUARANTORS” ON THE SIGNATURE PAGES OF THIS AGREEMENT (the “Initial Subsidiary Guarantors”) and EACH ADDITIONAL SUBSIDIARY GUARANTOR (AS DEFINED IN THE HEREINAFTER-DEFINED CREDIT AGREEMENT) THAT MAY HEREAFTER BECOME A PARTY HERETO (the “Additional Subsidiary Guarantors”; REIT, International Holdco, Global II Holdco, the Initial Subsidiary Guarantors and the Additional Subsidiary Guarantors are sometimes hereinafter referred to individually as a “Guarantor” and collectively as “Guarantors”), the receipt and sufficiency whereof are hereby acknowledged by Guar

GLOBAL NET LEASE, INC. $250,000,000 Shares of Common Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENT
Equity Distribution Agreement • February 28th, 2019 • Global Net Lease, Inc. • Real estate investment trusts • New York
GUARANTY AGREEMENT
Guaranty Agreement • September 18th, 2019 • Global Net Lease, Inc. • Real estate investment trusts • New York

THIS GUARANTY AGREEMENT (this “Guaranty”) is made as of September 12, 2019, by GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership, having an address at 405 Park Avenue, New York, New York 10022 (“Guarantor”) in favor of KeyBank National Association, a national banking association, having an address at 11501 Outlook, Suite 300, Overland Park, Kansas 66211 (together with its successors and assigns, “Lender”).

AGREEMENT AND PLAN OF MERGER BY AND AMONG GNL Advisor Merger Sub LLC GNL PM Merger Sub LLC RTL Advisor Merger Sub LLC RTL PM Merger Sub LLC Global Net Lease, Inc. Global Net Lease Operating Partnership, L.P. The Necessity Retail REIT, Inc. The...
Agreement and Plan of Merger • May 26th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • Delaware

This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of May 23, 2023, by and among GNL Advisor Merger Sub LLC, a Delaware limited liability company and a wholly-owned Subsidiary of GNL OP (the “GNL Advisor Sub”), GNL PM Merger Sub LLC, a Delaware limited liability company and a wholly-owned Subsidiary of GNL OP (the “GNL PM Sub”), RTL Advisor Merger Sub LLC, a Delaware limited liability company and a wholly-owned Subsidiary of GNL OP (the “RTL Advisor Sub”), RTL PM Merger Sub LLC, a Delaware limited liability company and a wholly-owned Subsidiary of GNL OP (the “RTL PM Sub”) (GNL Advisor Sub, GNL PM Sub, RTL Advisor Sub and RTL PM Sub are individually an “Internalization Sub” and collectively the “Internalization Subs”), Global Net Lease, Inc., a Maryland corporation (“GNL”), Global Net Lease Operating Partnership, L.P., a Delaware limited partnership (“GNL OP”), The Necessity Retail REIT, Inc., a Maryland corporation (“RTL”), and The Necessity Retail REIT Operating

GLOBAL NET LEASE, INC. 2021 ADVISOR OMNIBUS INCENTIVE COMPENSATION PLAN
Outperformance Award Agreement • June 4th, 2021 • Global Net Lease, Inc. • Real estate investment trusts • Delaware

This ADVISOR MULTI-YEAR OUTPERFORMANCE AWARD AGREEMENT (this “Agreement”) effective as of June 3, 2021, by and among GLOBAL NET LEASE, INC., a Maryland corporation (the “Company”), its subsidiary GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership and the entity through which the Company conducts substantially all of its operations (the “Partnership”), and GLOBAL NET LEASE ADVISORS, LLC, a Delaware limited liability company, the Company’s advisor (the “Advisor”).

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