0001564590-20-005043 Sample Contracts

FIRST AMENDMENT TO THE TERM LOAN AGREEMENT AND OTHER LOAN DOCUMENTS
Term Loan Agreement • February 18th, 2020 • Independence Realty Trust, Inc. • Real estate investment trusts • New York

(1)Parent Borrower, the Subsidiary Borrowers, Agent, the Lenders and the other financial institutions party thereto entered into that certain Term Loan Agreement dated as of October 30, 2018 (the “2018 Term Loan Agreement”) and, in connection with the 2018 Term Loan Agreement, Parent Guarantor delivered the Guaranty of even date therewith (the “Guaranty”). Capitalized terms not otherwise defined in this Amendment have the same meanings as specified in the 2018 Term Loan Agreement, as amended hereby;

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INDEPENDENCE REALTY TRUST, INC. LONG TERM INCENTIVE PLAN PERFORMANCE SHARE UNIT AWARD GRANT AGREEMENT
Performance Share Unit Award Grant Agreement • February 18th, 2020 • Independence Realty Trust, Inc. • Real estate investment trusts • Maryland

You have been granted a 20__ Performance Share Unit Award (the “Award”) pursuant to the Independence Realty Trust Long Term Incentive Plan (“Plan”). This Performance Share Unit Award Grant Agreement (the “Grant Agreement”) sets forth the potential number of Performance Share Units (each, a “Unit”) that may vest and be redeemed under this Award and its terms and conditions. The Award is contingent upon your acknowledgement and acceptance of the terms and conditions as set forth in this Grant Agreement and Plan.

SECOND AMENDMENT TO THE TERM LOAN AGREEMENT AND OTHER LOAN DOCUMENTS
Term Loan Agreement • February 18th, 2020 • Independence Realty Trust, Inc. • Real estate investment trusts • New York

SECOND AMENDMENT TO THE TERM LOAN AGREEMENT AND OTHER LOAN DOCUMENTS (this “Amendment”) among INDEPENDENCE REALTY OPERATING PARTNERSHIP, LP, a Delaware limited partnership (“Parent Borrower”), the Subsidiary Borrowers listed on the signature pages hereto, KEYBANK NATIONAL ASSOCIATION, as administrative agent (“Agent”) for the Lenders, and the Lenders.

INDEPENDENCE REALTY TRUST, INC.
Restricted Share Unit Grant Agreement • February 18th, 2020 • Independence Realty Trust, Inc. • Real estate investment trusts

You have been granted a Restricted Share Unit Award (the “Award”) pursuant to the Independence Realty Trust, Inc. 2016 Long Term Incentive Plan (the “Plan”). This Restricted Share Unit Grant Agreement (the “Grant Agreement”) sets forth the potential number of Restricted Share Units (each, a “Restricted Share Unit”) that may vest and be redeemed under this Award and its terms and conditions. The Award is contingent upon your acknowledgement and acceptance of the terms and conditions as set forth in this Grant Agreement and the Plan. Capitalized terms used and not defined in this Grant Agreement shall have the meanings set forth in the Plan.

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