0001144204-16-098291 Sample Contracts

200,000,000 Shares of Common Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENT
Education Realty Operating Partnership L P • May 2nd, 2016 • Investors, nec • New York
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100,000,000 Shares of Common Stock (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENT
Distribution Agreement • May 2nd, 2016 • Education Realty Operating Partnership L P • Investors, nec • New York

Education Realty Trust, Inc., a Maryland corporation (the “Company”), and Education Realty Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), confirm their agreement (this “Agreement”) with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Manager”) as follows:

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