GUARANTY AGREEMENTGuaranty 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
SECOND AMENDMENT TO sECOND AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) made as of the [12th] day of September, 2023, by and among GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Borrower”), 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”), THE PARTIES EXECUTING BELOW AS JOINING SUBSIDIARY GUARANTORS (the “Joining Subsidiary Guarantors”), THE PARTIES EXECUTING BELOW AS EXISTING SUBSIDIARY GUARANTORS (the “Existing Subsidiary Guarantors”; the Joining Subsidiary Guarantors and the Existing Subsidiary Guarantors, collectively, the “Subsidiary Guarantors”; and REIT, International Holdco, Global II Holdco and the Subsidiary Guarantors, collectively, the “Guarantors”), KEYBANK NATIONAL ASSOCIATION (“KeyBank”), individually and as Agent for itself and the other Lenders
ENVIRONMENTAL INDEMNITY AGREEMENTEnvironmental Indemnity Agreement • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts
THIS ENVIRONMENTAL INDEMNITY AGREEMENT (this “Agreement”) is made as of September 12, 2023, by THE ENTITIES SET FORTH ON SCHEDULE I attached hereto, each a Delaware limited liability company, each having its principal place of business at 38 Washington Square, Newport, Rhode Island 02840 (hereinafter referred to individually as a “Borrower” and collectively as “Borrower” or “Borrowers” as the context may require, provided, however, that the context shall always be one which affords Indemnitee the broadest possible rights and remedies under the Loan Documents and which permits Indemnitee, in its discretion, to enforce the obligations and liabilities hereunder against one or more of the entities comprising Borrower), and GLOBAL NET LEASE, INC., a Maryland Corporation, having an address at 650 Fifth Avenue, 30th Floor, New York, New York 10019 (“Guarantor”; Borrower and Guarantor are hereinafter referred to, individually and collectively, as the context may require, as “Indemnitor”), in f
EIGHTH SUPPLEMENTAL INDENTURE AND SUBSIDIARY GUARANTEEEighth Supplemental Indenture and Subsidiary Guarantee • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • New York
This Eighth Supplemental Indenture and Subsidiary Guarantee, dated as of September 12, 2023 (this “Eighth Supplemental Indenture” or “Subsidiary Guarantee”), among the entities listed on Schedule I hereto (collectively, the “New Guarantors”), Osmosis Sub I, LLC, as successor in interest to The Necessity Retail REIT, Inc. f/k/a American Finance Trust, Inc. (“Sub I”) and The Necessity Retail REIT Operating Partnership, L.P. f/k/a American Finance Operating Partnership, L.P. (“RTL OP,” and together with Sub I and their successors and assigns, the “RTL Issuers”), U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, as Trustee, paying agent and registrar under the RTL Indenture (as defined below) (the “Trustee”), and Global Net Lease, Inc. and Global Net Lease Operating Partnership, L.P. (together with their successors and assigns, the “GNL Issuers”).
ELEVENTH SUPPLEMENTAL INDENTURE AND SUBSIDIARY GUARANTEEEleventh Supplemental Indenture and Subsidiary Guarantee • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • New York
This Eleventh Supplemental Indenture and Subsidiary Guarantee, dated as of September 12, 2023 (this “Eleventh Supplemental Indenture” or “Subsidiary Guarantee”), among the entities listed on Schedule I hereto (collectively, the “New Guarantors”), Global Net Lease, Inc. and Global Net Lease Operating Partnership, L.P. (together with their successors and assigns, the “Issuers”), and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, as Trustee, paying agent and registrar under the Indenture (as defined below) (the “Trustee”).
REGISTRATION RIGHTS AND STOCKHOLDERS AGREEMENTRegistration Rights and Stockholders Agreement • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • Maryland
This REGISTRATION RIGHTS AND STOCKHOLDERS AGREEMENT (as the same may be amended, modified or supplemented from time to time, this “Agreement”), dated as of September 12, 2023, is made and entered into by and between Global Net Lease, Inc., a Maryland corporation (the “Company”), AR Global Investments, LLC, a Delaware limited liability company (“AR Global”), Global Net Lease Special Limited Partnership, LLC, a Delaware limited liability company (“GNL SLP”), Necessity Retail Space Limited Partner, LLC, a Delaware limited company (“RTL SLP”) and those additional holders identified on Schedule A hereto (collectively with AR Global, GNL SLP, and RTL SLP, the “Holders” and each, a ”Holder”), and shall become effective at the Effective Time, as defined herein.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts • New York
This Amendment to Employment Agreement (this “Amendment”), is dated as of March 24, 2022 between AR Global Investments, LLC (the “Company”), and James Nelson (the “Executive”). Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to such terms in the Employment Agreement (defined below).
SECOND AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P.Tenth Amendment • September 12th, 2023 • Global Net Lease, Inc. • Real estate investment trusts
This Tenth Amendment (this “Amendment”) to the Second Amended and Restated Agreement of Limited Partnership of Global Net Lease Operating Partnership, L.P. dated June 2, 2015 (the “Partnership Agreement”), is hereby entered into and effective as of September 12, 2023 (the “Effective Date”), by Global Net Lease, Inc., a Maryland corporation, as general partner (the “General Partner” or “GNL”) of Global Net Lease Operating Partnership, L.P., a Delaware limited partnership (the “Partnership” or “GNL OP”), for itself and on behalf of any limited partners of the Partnership. Except as specifically defined herein, all capitalized terms shall have the definitions provided in the Partnership Agreement, the REIT Merger Agreement (defined below), or Internalization Agreement (defined below) as applicable.
