Note and Guaranty Agreement Sample Contracts

FIRST INDUSTRIAL, L.P. FIRST INDUSTRIAL REALTY TRUST, INC. 2.74% Series F Guaranteed Senior Notes due September 17, 2030 2.84% Series G Guaranteed Senior Notes due September 17, 2032 NOTE AND GUARANTY AGREEMENT Dated as of July 7, 2020
Note and Guaranty Agreement • July 8th, 2020 • First Industrial Lp • Real estate investment trusts • New York

As used herein, the following terms have the respective meanings set forth below or set forth in the Section hereof following such term:

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THIRD AMENDMENT TO NOTE AND GUARANTY AGREEMENT
Note and Guaranty Agreement • August 6th, 2021 • Americold Realty Trust • Real estate investment trusts • New York

THIS THIRD AMENDMENT TO NOTE AND GUARANTY AGREEMENT (this “Amendment”), is made and entered into as of June 18, 2021, by and among Americold Realty Operating Partnership, L.P., a Delaware limited partnership (the “Issuer”), Americold Realty Trust, a Maryland real estate investment trust (the “Parent Guarantor” and, together with the Issuer, the “Constituent Companies”), each of the current Subsidiary Guarantors (as defined in the Note Agreement defined below) and the holders of Notes (as defined in the Note Agreement defined below) (together with their successors and assigns, the “Noteholders”) that are signatories hereto.

OAKTREE CAPITAL MANAGEMENT, L.P. OAKTREE CAPITAL I, L.P. OAKTREE CAPITAL II, L.P. OAKTREE AIF INVESTMENTS, L.P. $250,000,000 3.78% Senior Notes due December 18, 2032 NOTE AND GUARANTY AGREEMENT Dated as of November 16, 2017
Note and Guaranty Agreement • November 17th, 2017 • Oaktree Capital Group, LLC • Investment advice • New York

OAKTREE CAPITAL MANAGEMENT, L.P., a Delaware limited partnership (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, the “Company”), OAKTREE CAPITAL I, L.P., a Delaware limited partnership (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, “Oaktree Capital I”), OAKTREE CAPITAL II, L.P., a Delaware limited partnership (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, “Oaktree Capital II”), and OAKTREE AIF INVESTMENTS, L.P., a Delaware limited partnership (together with any successor thereto that becomes a party hereto pursuant to Section 10.2, “Oaktree AIF”; and together with the Company, Oaktree Capital I, Oaktree Capital II and any other Affiliate that becomes a guarantor pursuant to Section 9.7, collectively, the “Obligors”, and, individually, an “Obligor”), jointly and severally agree with each of the Purchasers as follows:

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P. AMERICOLD REALTY TRUST 4.68% Series A Guaranteed Senior Notes due January 8, 2026 4.86% Series B Guaranteed Senior Notes due January 8, 2029 NOTE AND GUARANTY AGREEMENT Dated as of December 4, 2018
Note and Guaranty Agreement • December 5th, 2018 • Americold Realty Trust • Real estate investment trusts • New York

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Issuer”), and AMERICOLD REALTY TRUST, a Maryland real estate investment trust (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P. AMERICOLD REALTY TRUST 1.62% Series D Guaranteed Senior Notes due January 7, 2031 1.65% Series E Guaranteed Senior Notes due January 7, 2033 NOTE AND GUARANTY AGREEMENT Dated as of December 30, 2020
Note and Guaranty Agreement • January 6th, 2021 • Americold Realty Trust • Real estate investment trusts • New York

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Issuer”), and AMERICOLD REALTY TRUST, a Maryland real estate investment trust (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:

FIRST AMENDMENT TO NOTE AND GUARANTY AGREEMENT
Note and Guaranty Agreement • August 6th, 2021 • Americold Realty Trust • Real estate investment trusts • New York

THIS FIRST AMENDMENT TO NOTE AND GUARANTY AGREEMENT (this “Amendment”), is made and entered into as of June 18, 2021, by and among Americold Realty Operating Partnership, L.P., a Delaware limited partnership (the “Issuer”), Americold Realty Trust, a Maryland real estate investment trust (the “Parent Guarantor” and, together with the Issuer, the “Constituent Companies”), each of the current Subsidiary Guarantors (as defined in the Note Agreement defined below) and the holders of Notes (as defined in the Note Agreement defined below) (together with their successors and assigns, the “Noteholders”) that are signatories hereto.

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P. AMERICOLD REALTY TRUST 4.10% Series C Guaranteed Senior Notes due January 8, 2030 NOTE AND GUARANTY AGREEMENT Dated as of May 7, 2019
Note and Guaranty Agreement • May 8th, 2019 • Americold Realty Trust • Real estate investment trusts • New York

AMERICOLD REALTY OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (the “Issuer”), and AMERICOLD REALTY TRUST, a Maryland real estate investment trust (the “Parent Guarantor,” and together with the Issuer, the “Constituent Companies” and individually, a “Constituent Company”), jointly and severally, agree with each of the Purchasers as follows:

FIRST INDUSTRIAL, L.P. FIRST INDUSTRIAL REALTY TRUST, INC. FIRST AMENDMENT Dated as of December 12, 2017 to NOTE AND GUARANTY AGREEMENT Dated as of February 21, 2017 Re: 4.30% Series A Guaranteed Senior Notes due April 20, 2027
Note and Guaranty Agreement • December 15th, 2017 • First Industrial Lp • Real estate investment trusts

THIS FIRST AMENDMENT dated as of December 12, 2017 (this “First Amendment”) to that certain Note and Guaranty Agreement dated as of February 21, 2017 is among FIRST INDUSTRIAL, L.P., a Delaware limited partnership (the “Issuer”), and FIRST INDUSTRIAL REALTY TRUST, INC., a Maryland corporation (the “General Partner”), and each holder of Notes (as hereinafter defined) party hereto (collectively, the “Noteholders”).

SECOND AMENDMENT TO NOTE AND GUARANTY AGREEMENT
Note and Guaranty Agreement • January 6th, 2021 • Americold Realty Trust • Real estate investment trusts • New York

THIS SECOND AMENDMENT TO NOTE AND GUARANTY AGREEMENT (this “Amendment”), is made and entered into as of December 30, 2020, by and among Americold Realty Operating Partnership, L.P., a Delaware limited partnership (the “Issuer”), Americold Realty Trust, a Maryland real estate investment trust (the “Parent Guarantor” and, together with the Issuer, the “Constituent Companies”), and the holders of Notes (as defined in the Note Agreement defined below) (together with their successors and assigns, the “Noteholders”) that are signatories hereto.

FIRST AMENDMENT TO NOTE AND GUARANTY AGREEMENT
Note and Guaranty Agreement • January 6th, 2021 • Americold Realty Trust • Real estate investment trusts • New York

THIS FIRST AMENDMENT TO NOTE AND GUARANTY AGREEMENT (this “Amendment”), is made and entered into as of December 30, 2020, by and among Americold Realty Operating Partnership, L.P., a Delaware limited partnership (the “Issuer”), Americold Realty Trust, a Maryland real estate investment trust (the “Parent Guarantor” and, together with the Issuer, the “Constituent Companies”), and the holders of Notes (as defined in the Note Agreement defined below) (together with their successors and assigns, the “Noteholders”) that are signatories hereto.

FIRST AMENDMENT TO NOTE AND GUARANTY AGREEMENT
Note and Guaranty Agreement • February 29th, 2024 • Americold Realty Trust • Real estate investment trusts • New York

WHEREAS, the Constituent Companies and the Purchasers named in the Purchaser Schedule thereto are parties to a certain Note and Guaranty Agreement, dated as of December 4, 2018 (as amended, restated, supplemented or otherwise modified from time to time, the “Note Agreement”; capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Note Agreement) pursuant to which the Purchasers purchased Notes from the Issuer;

FIRST INDUSTRIAL, L.P. FIRST INDUSTRIAL REALTY TRUST, INC. 4.30% Series A Guaranteed Senior Notes due April 20, 2027 4.40% Series B Guaranteed Senior Notes due April 20, 2029 NOTE AND GUARANTY AGREEMENT Dated as of February 21, 2017
Note and Guaranty Agreement • February 23rd, 2017 • First Industrial Realty Trust Inc • Real estate investment trusts • New York

FIRST INDUSTRIAL, L.P., a Delaware limited partnership (the “Issuer”), and FIRST INDUSTRIAL REALTY TRUST, INC., a Maryland corporation (the “General Partner”), agree with each of the Purchasers as follows:

Apartment Income REIT, L.P., as Issuer Apartment Income REIT Corp., as REIT Guarantor 4.58% Series A Guaranteed Senior Notes due June 28, 2027 4.77% Series B Guaranteed Senior Notes due June 28, 2029 4.84% Series C Guaranteed Senior Notes due June 28,...
Note and Guaranty Agreement • July 5th, 2022 • Apartment Income REIT, L.P. • Operators of apartment buildings • New York

Apartment Income REIT, L.P., a Delaware limited partnership (the “Issuer”), and Apartment Income REIT Corp., a Maryland corporation (the “REIT Guarantor), jointly and severally, agree with each of the Purchasers as follows:

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