To: Corporate Office Properties TrustLetter Agreement • May 16th, 2022 • Corporate Office Properties Trust • Real estate investment trusts
The purpose of this letter agreement (this “Master Forward Confirmation”) is to confirm the terms and conditions of certain transactions to be entered into from time to time between Party A, through its agent Barclays Capital Inc., (the “Agent”) and Party B in accordance with the terms of the Sales Agreement, dated as of May 16, 2022, among Party B, Corporate Office Properties, L.P., Barclays Capital Inc., as Agent, Party A, as Forward Purchaser, and Barclays Capital Inc., as Forward Seller (the “Sales Agreement”), on one or more Trade Dates specified herein (collectively, the “Transactions” and each, a “Transaction”). This letter agreement constitutes a “Master Forward Confirmation” as referred to in the Sales Agreement. Each Transaction will be evidenced by a supplemental confirmation (each, a “Supplemental Confirmation,” and each such Supplemental Confirmation, together with this Master Forward Confirmation, a “Confirmation” for purposes of the Agreement specified below) substantial
CORPORATE OFFICE PROPERTIES TRUST Common Shares of Beneficial Interest SALES AGREEMENTSales Agreement • May 16th, 2022 • Corporate Office Properties Trust • Real estate investment trusts • New York
Corporate Office Properties Trust, a Maryland real estate investment trust (the “Company”), and Corporate Office Properties, L.P., a Delaware limited partnership (the “Operating Partnership”) confirm their agreement (this “Agreement”) with Barclays Bank PLC (in its capacity as purchaser under any Forward Contract (as defined below), the “Forward Purchaser”) and Barclays Capital Inc. (in its capacity (i) as agent for the Company and/or principal in connection with the offering and sale of any Issuance Shares (as defined below) hereunder, the “Agent,” and (ii) as agent for the Forward Purchaser in connection with the offering and sale of any Forward Hedge Shares (as defined below) hereunder, the “Forward Seller”), as set forth in this Agreement. The Company has authorized and proposes to sell and/or issue in the manner contemplated by this Agreement common shares of beneficial interest, par value $0.01 per share (the “Common Shares”), having an aggregate offering price of up to $300,000,
