0001193125-21-202104 Sample Contracts

Essential Properties, L.P. Underwriting Agreement
Underwriting Agreement • June 28th, 2021 • Essential Properties Realty Trust, Inc. • Real estate investment trusts • New York

Essential Properties, L.P., a Delaware limited partnership (the “Operating Partnership”) and a subsidiary of Essential Properties Realty Trust, Inc., a Maryland corporation (the “Company” and, together with the Operating Partnership, the “Transaction Entities”), propose, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of $400,000,000 principal amount of 2.950% senior notes of the Operating Partnership (the “Notes”). The principal, premium, if any, and interest in respect of the Notes will be fully and unconditionally guaranteed by the Company (the “Guarantee” and, together with the Notes, the “Securities”).

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ESSENTIAL PROPERTIES, L.P., ESSENTIAL PROPERTIES REALTY TRUST, INC., AS GUARANTOR, AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE FIRST SUPPLEMENTAL INDENTURE DATED AS OF JUNE 28, 2021 TO INDENTURE DATED JUNE 28, 2021 OF 2.950% SENIOR NOTES DUE 2031
First Supplemental Indenture • June 28th, 2021 • Essential Properties Realty Trust, Inc. • Real estate investment trusts • New York

THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”) is entered into as of June 28, 2021 among Essential Properties, L.P., a Delaware limited partnership (the “Company”), Essential Properties Realty Trust, Inc., a Maryland corporation, as guarantor (the “Guarantor”), and U.S. Bank National Association, as trustee (the “Trustee”).

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