FOURTH AMENDED AND RESTATED CREDIT AGREEMENT DATED AS OF OCTOBER 27, 2015 BY AND AMONG QUALITYTECH, LP, AS BORROWER AND KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO...Credit Agreement • November 2nd, 2015 • QualityTech, LP • Real estate investment trusts • Georgia
THIS FOURTH AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”) is made as of the 27th day of October, 2015, by and among QUALITYTECH, LP, a Delaware limited partnership (“QTLP” or the “Borrower”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”), the other lending institutions which are parties to this Agreement as “Lenders”, and the other lending institutions that may become parties hereto pursuant to §18 (together with KeyBank, the “Lenders”), and KEYBANK NATIONAL ASSOCIATION, as Agent for the Lenders (the “Agent”), KEYBANC CAPITAL MARKETS, INC., MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and REGIONS CAPITAL MARKETS, as Joint Lead Arrangers and Joint Bookrunners (collectively, the “Joint Lead Arrangers and Bookrunners”), and BANK OF AMERICA, N.A., as Co-Syndication Agent, CITIZENS BANK, NATIONAL ASSOCIATION f/k/a RBS CITIZENS, N.A., as Co-Syndication Agent, DEUTSCHE BANK SECURITIES INC., as Co-Syndication Agent, and REGIONS BANK, as Co-Syndication Agent, and SUNTRUST BANK, as C
INDEMNIFICATION AGREEMENTIndemnification Agreement • December 17th, 2020 • QualityTech, LP • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is entered into as of December 17, 2020, by and among QTS Realty Trust, Inc., a Maryland corporation (the “Company” or the “Indemnitor”), and Joan A. Dempsey (the “Indemnitee”).
QTS REALTY TRUST, INC. $300,000,000 Shares of Class A Common Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 20th, 2017 • QualityTech, LP • Real estate investment trusts • New York
QTS Realty Trust, Inc., a Maryland corporation (the “Company”), and QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), confirm their agreement (this “Agreement”) with [*] (the “Manager”) as follows:
FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF QUALITY TECHNOLOGY SERVICES, NORTHEAST, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
THIS FIRST AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT (this "Agreement") of Quality Technology Services, Northeast, LLC, a Delaware limited liability company (the "Company"), is entered into as of October 23, 2009, by QualityTech, LP, a Delaware limited partnership, as the sole member (the "Member").
EMPLOYMENT AGREEMENT (JON D. GREAVES)Employment Agreement • January 13th, 2021 • QualityTech, LP • Real estate investment trusts • Kansas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made as of January 13, 2021 to become effective on February 1, 2021 (the “Effective Date”), by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, (the “Company”), QualityTech, LP, a Delaware limited partnership and the Company’s operating partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Company (the “Employer”), and Jon D. Greaves an individual (the “Executive”), with respect to the following facts and circumstances:
4,000,000 Shares of 7.125% Series A Cumulative Redeemable Perpetual Preferred Stock $0.01 Par Value Per Share (Liquidation Preference $25.00 per Share) QTS REALTY TRUST, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 13th, 2018 • QualityTech, LP • Real estate investment trusts • New York
Introductory. QTS Realty Trust, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 4,000,000 shares of its 7.125% Series A Cumulative Redeemable Perpetual Preferred Stock, par value $0.01 per share (the “Shares”). The 4,000,000 Shares to be issued and sold by the Company are being hereinafter called the “Firm Shares.” In addition, the Company has granted to the Underwriters an option to purchase up to an additional 600,000 Shares, as provided in Section 2. The additional 600,000 Shares to be sold by the Company pursuant to such option are called the “Optional Shares.” The Firm Shares and, if and to the extent such option is exercised, the Optional Shares are collectively called the “Offered Shares.” The terms of the Offered Shares will be set forth in an Articles Supplementary with respect to the Shares (the “Articles Supplementary”) to be filed with the State Department of Assess
QTS REALTY TRUST, INC.Performance Share Unit Agreement • February 28th, 2020 • QualityTech, LP • Real estate investment trusts
QTS Realty Trust, Inc., a Maryland corporation (the “Company”), hereby grants performance share units (the “PSUs”) relating to shares of Class A Common Stock, par value $0.01, of the Company (“Shares”), to the Grantee named below, subject to the achievement of performance goals over a performance period and other vesting conditions set forth in the attached Performance Share Unit Agreement. Additional terms and conditions of the grant are set forth on this cover sheet and in the attached Performance Share Unit Agreement (together, the “Agreement”) and in the Company’s 2013 Equity Incentive Plan (as amended from time to time, the “Plan”).
2,750,000 Shares of 6.50% Series B Cumulative Convertible Perpetual Preferred Stock $0.01 Par Value Per Share (Liquidation Preference $100.00 per Share) QTS REALTY TRUST, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2018 • QualityTech, LP • Real estate investment trusts • New York
QTS REALTY TRUST, INC., EACH OF THE SUBSIDIARY GUARANTORS PARTY HERETO, and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE DATED AS OF October 7, 2020 3.875% SENIOR NOTES DUE 2028 CROSS-REFERENCE TABLE*Indenture • October 7th, 2020 • QualityTech, LP • Real estate investment trusts • New York
TERM LOAN AGREEMENT DATED AS OF OCTOBER 16, 2020 BY AND AMONG QUALITYTECH, LP, AS BORROWER AND KEYBANK NATIONAL ASSOCIATION, THE OTHER LENDERS WHICH ARE PARTIES TO THIS AGREEMENT AND OTHER LENDERS THAT MAY BECOME PARTIES TO THIS AGREEMENT, KEYBANK...Term Loan Agreement • October 19th, 2020 • QualityTech, LP • Real estate investment trusts • New York
CLASS A COMMON STOCK $0.01 PAR VALUE PER SHARE QTS REALTY TRUST, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • June 5th, 2015 • QualityTech, LP • Real estate investment trusts • New York
Deutsche Bank Securities Inc. Jefferies LLC KeyBanc Capital Markets Inc. As Representatives of the several Underwriters c/o Deutsche Bank Securities Inc.
LIMITED LIABILITY COMPANY AGREEMENT OF QUALITY INVESTMENT PROPERTIES GATEWAY, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
This Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of Quality Investment Properties Gateway, LLC (the “Company”), is entered into as of the 12th day of April, 2011, by QualityTech LP, a Delaware limited partnership, as the sole equity member (the “Member”).
AMENDMENT TO EMPLOYMENT AGREEMENT (WILLIAM H. SCHAFER)Employment Agreement • August 3rd, 2017 • QualityTech, LP • Real estate investment trusts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into on June 23, 2017, by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (the “Employer”), and William H. Schafer, an individual (“Executive”), with respect to the following facts and circumstances:
First Amendment to Stock Purchase AgreementStock Purchase Agreement • June 19th, 2015 • QualityTech, LP • Real estate investment trusts • Delaware
This FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”), effective as of June 12, 2015, is entered into by and among Quality Technology Services Holding, LLC, a Delaware limited liability company (“Purchaser”), Carpathia Holdings, LLC, a Delaware limited liability company (“Seller”), and Carpathia Acquisition, Inc., a Delaware corporation (the “Company”).
QTS REALTY TRUST, INC. PERFORMANCE SHARE UNIT AGREEMENT (Performance-Based FFO Units)Performance Share Unit Agreement • May 10th, 2019 • QualityTech, LP • Real estate investment trusts
Performance Share Units This Agreement evidences an award of PSUs in the Target Number set forth on the cover sheet and subject to the terms and conditions set forth in the Agreement and in the Plan.
SUPPLEMENTAL INDENTURESupplemental Indenture • November 12th, 2019 • QualityTech, LP • Real estate investment trusts • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of June 28, 2019, among Quality Technology Services B.V., a Dutch private limited company (the “Guaranteeing Subsidiary”), a subsidiary of QualityTech, LP (or its permitted successor), a Delaware limited partnership (the “Operating Partnership”), the Co-Issuer, the REIT, the Subsidiary Guarantors (as defined in the Indenture referred to herein) and Deutsche Bank Trust Company Americas, as trustee under the Indenture referred to below (the “Trustee”).
LIMITED LIABILITY COMPANY AGREEMENT OF QUALITY TECHNOLOGY SERVICES IRVING II, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
This Limited Liability Company Agreement (this "Agreement") is made as of December 13, 2012, by Quality Technology Services Irving II, LLC, a Delaware limited liability company (the "Company"), and Quality Technology Services Holding, LLC, a Delaware limited liability company (the "Member").
SUPPLEMENTAL INDENTURESupplemental Indenture • February 2nd, 2015 • QualityTech, LP • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of December 22, 2014, among Quality Investment Properties Irving, LLC, a Delaware limited liability company, Quality Technology Services Jersey City, LLC, a Delaware limited liability company, Quality Technology Services, N.J., LLC, a Delaware limited liability company, QTS Investment Properties Princeton, LLC, a Delaware limited liability company, QTS Investment Properties Chicago, LLC, a Delaware limited liability company, Quality Investment Properties Gateway, LLC, a Delaware limited liability company, Quality Technology Services Lenexa, LLC, a Delaware limited liability company, Quality Investment Properties Lenexa, LLC, a Delaware limited liability company, Quality Investment Properties Richmond, LLC, a Delaware limited liability company, QAE Acquisition Company, LLC, a Georgia limited liability company, Quality Technology Services Irving II, LLC, a Delaware limited liability company, Quality Technology Services, N.J
EMPLOYMENT AGREEMENT (Steven Bloom)Employment Agreement • November 9th, 2016 • QualityTech, LP • Real estate investment trusts • Kansas
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made as of August 31, 2016 (“Effective Date”), by and among QualityTech, LP, a Delaware limited partnership (the “Company”), QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Company, the “General Partner”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Company (“QTS LLC”), and Steven Bloom an individual (“Executive”), with respect to the following facts and circumstances:
TRANSITION SERVICES AGREEMENTTransition Services Agreement • August 6th, 2018 • QualityTech, LP • Real estate investment trusts • Delaware
THIS TRANSITION SERVICES AGREEMENT (together with the Exhibits hereto, this “Agreement”), dated as of April 24, 2018 (the “Effective Date”), is made by and between Quality Technology Services Holding, LLC, a Delaware limited liability company (“Service Provider”), and General Datatech, L.P., a Texas limited partnership (“Buyer”). Each of Buyer and Service Provider is referred to herein as a “Party” or collectively as the “Parties.”
QTS REALTY TRUST, INC. PERFORMANCE SHARE UNIT AGREEMENT (Performance-Based Relative TSR Units)Performance Share Unit Agreement • May 10th, 2019 • QualityTech, LP • Real estate investment trusts
Performance Share Units This Agreement evidences an award of PSUs in the number set forth on the cover sheet and subject to the terms and conditions set forth in the Agreement and in the Plan.
QTS REALTY TRUST, INC. Shares of Class A Common Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 11th, 2020 • QualityTech, LP • Real estate investment trusts • New York
KeyBanc Capital Markets Inc. 127 Public Square, 4th Floor Cleveland, Ohio 44114 KeyBanc Capital Markets Inc. 127 Public Square, 4th Floor Cleveland, Ohio 44114
CLASS A COMMON STOCK $0.01 PAR VALUE PER SHARE QTS REALTY TRUST, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 1st, 2019 • QualityTech, LP • Real estate investment trusts • New York
SECOND AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF QUALITY INVESTMENT PROPERTIES RICHMOND, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
TRANSITION AGREEMENT RELEASE OF ALL CLAIMS (Confidential) Daniel T. Bennewitz And QTS Realty Trust, Inc., QualityTech, LP, Quality Technology Services, LLC and all related companies, and all related companies Dated: May 3, 2018Transition Agreement and Release of All Claims • August 6th, 2018 • QualityTech, LP • Real estate investment trusts • Kansas
The parties to this Transition Agreement and Release of Claims (“Agreement”) are Daniel T. Bennewitz (“Bennewitz”) and QTS Realty Trust, Inc., QualityTech, LP, Quality Technology Services, LLC, and its predecessors, successors, assigns, officers, directors, agents, employees and all affiliated, parent or subsidiary companies or divisions and all related companies, their predecessors, successors, assigns, officers, directors, agents, employees and all affiliated, parent or subsidiary companies or divisions (collectively, the “Company”). Reference is made to the Employment Agreement between QTS Realty Trust, Inc. and Bennewitz dated April 11, 2017, as amended June 23, 2017 (attached hereto as Attachment A; collectively, the “Employment Agreement”).
AMENDMENT TO EMPLOYMENT AGREEMENT (JAMES H. REINHART)Employment Agreement • August 3rd, 2017 • QualityTech, LP • Real estate investment trusts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into on June 23, 2017, by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (the “Employer”), and James H. Reinhart, an individual (“Executive”), with respect to the following facts and circumstances:
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (James H. Reinhart)Employment Agreement • March 16th, 2018 • QualityTech, LP • Real estate investment trusts • Kansas
THIS AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this “Amendment”) is made as of March 15, 2018 (“Effective Date”), by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership (the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Company (the “Employer”) and James H. Reinhart, an individual (“Executive”), with respect to the following facts and circumstances:
AMENDMENT TO EMPLOYMENT AGREEMENT (JON D. GREAVES)Employment Agreement • August 3rd, 2017 • QualityTech, LP • Real estate investment trusts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into on June 23, 2017, by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (the “Employer”), and Jon D. Greaves, an individual (“Executive”), with respect to the following facts and circumstances:
EMPLOYMENT AGREEMENT (William H. Schafer)Employment Agreement • February 21st, 2017 • QualityTech, LP • Real estate investment trusts • Kansas
THIS EMPLOYMENT AGREEMENT (“Agreement”) is dated February 16, 2017 and is effective as of April 3, 2017 (the “Effective Date”), by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Company (the “Employer”), and William H. Schafer, an individual (“Executive”), with respect to the following facts and circumstances:
AMENDMENT NO. 1 TO THE LIMITED LIABILITY COMPANY AGREEMENT OF GLOBIX HOSTING, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
This Amendment No. 1 to the Limited Liability Company Agreement (the "Agreement") of Globix Hosting, LLC (the "Company"), dated as of January 31, 2007 (this “Amendment”), is entered into by Quality Technology Services Northeast, LLC, a Delaware limited liability company, as the sole equity member.
AMENDMENT TO EMPLOYMENT AGREEMENT (STEVEN C. BLOOM)Employment Agreement • August 3rd, 2017 • QualityTech, LP • Real estate investment trusts
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into on June 23, 2017, by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (the “Employer”), and Steven C. Bloom, an individual (“Executive”), with respect to the following facts and circumstances:
TRANSACTION AGREEMENT dated as of April 24, 2018 by and among Quality Technology Services Holding, LLC, QualityTech, LP, and General Datatech, L.P.Transaction Agreement • August 6th, 2018 • QualityTech, LP • Real estate investment trusts • Delaware
THIS TRANSACTION AGREEMENT, dated as of April 24, 2018 (the “Effective Date”), is made by and among Quality Technology Services Holding, LLC, a Delaware limited liability company (“QTS TRS”), and QualityTech, LP, a Delaware limited partnership and the sole member of QTS TRS (“QTS LP” and together with QTS TRS, the “Seller Parties”), on the one hand, and General Datatech, L.P., a Texas limited partnership (“Buyer” and, together with the Seller Parties, the “Parties”), on the other hand.
EMPLOYMENT AGREEMENT (Chad L. Williams)Employment Agreement • April 14th, 2017 • QualityTech, LP • Real estate investment trusts • Kansas
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into on April 11, 2017 and effective as of April 3, 2017 (the “Effective Date”), by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, (the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Operating Partnership (the “Employer”), and Chad L. Williams, an individual (“Executive”), with respect to the following facts and circumstances:
THIRD AMENDMENTEmployment Agreement • August 6th, 2018 • QualityTech, LP • Real estate investment trusts
THIS THIRD AMENDMENT (the “Amendment”) is dated and effective June 29, 2018 (the “Effective Date”), by and among QTS Realty Trust, Inc., a Maryland corporation (together with any successor general partner of the Operating Partnership, the “Company”), QualityTech, LP, a Delaware limited partnership (the “Operating Partnership”), Quality Technology Services, LLC, a Delaware limited liability company and an affiliate of the Company (the “Employer”), and William H. Schafer, an individual (“Executive”) (Executive, the Company, the Operating Partnership, and the Employer, collectively, the “Parties”), with respect to the following facts and circumstances:
LIMITED LIABILITY COMPANY AGREEMENT OF QUALITY TECHNOLOGY SERVICES MIAMI II, LLCLimited Liability Company Agreement • February 2nd, 2015 • QualityTech, LP • Delaware
THIS LIMITED LIABILITY COMPANY AGREEMENT (this “Agreement”) of Quality Technology Services Miami II, LLC (the “Company”) is entered into as of the 18th day of September, 2009, by Quality Technology Services Holding, LLC, a Delaware limited liability company, as the sole member (the “Member”).
