Exhibit 4.3 ESSEX PROPERTY TRUST, INC. AMENDMENT TO RIGHTS AGREEMENT ----------------------------- Amendment No. 1 (the "Amendment"), dated as of February 28, 2002 among Essex Property Trust, Inc. (the "Company"), BankBoston, N.A. ("BankBoston") and...Rights Agreement • April 1st, 2002 • Essex Portfolio Lp • Real estate investment trusts
Exhibit 10.1 SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of May 15, 2002Revolving Credit Agreement • August 13th, 2002 • Essex Portfolio Lp • Real estate investment trusts • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 21st, 2019 • Essex Portfolio Lp • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the _____ day of __________, 20____, by and between Essex Property Trust, Inc., a Maryland corporation (the “Company”), and ________________________ (“Indemnitee”).
RECITALSEssex Portfolio Lp • August 13th, 2001 • Real estate investment trusts
1 EXHIBIT 10.1 REVOLVING LOAN AGREEMENTRevolving Loan Agreement • August 14th, 1998 • Essex Portfolio Lp • Real estate investment trusts • California
RECITALSNon-Compete Agreement • March 31st, 1999 • Essex Portfolio Lp • Real estate investment trusts • California
Essex Portfolio, L.P., as Issuer Essex Property Trust, Inc., as Guarantor U.S. Bank National Association, as TrusteeIndenture • June 1st, 2021 • Essex Portfolio Lp • Real estate investment trusts • New York
INDENTURE dated as of June 1, 2021 among Essex Portfolio, L.P., a California limited partnership (hereinafter called the “Issuer”), Essex Property Trust, Inc., a Maryland corporation (hereinafter called the “Guarantor” or, in its capacity as the sole general partner of the Issuer, the “General Partner”), each having its principal office at Essex Portfolio, L.P., 1100 Park Place, Suite 200, San Mateo, California 94403, and U.S. Bank National Association, as trustee hereunder (hereinafter called the “Trustee”). Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the holders of the Issuer’s 2.550% Senior Notes due 2031 (hereinafter called the “Notes”) guaranteed by the Guarantor.
Essex Portfolio, L.P., as Issuer Essex Property Trust, Inc., as Guarantor U.S. Bank National Association, as TrusteeEssex Portfolio Lp • April 16th, 2014 • Real estate investment trusts • New York
INDENTURE dated as of April 15, 2014 among Essex Portfolio, L.P., a California limited partnership (hereinafter called the “Issuer”), Essex Property Trust, Inc., a Maryland corporation (hereinafter called the “Guarantor” or, in its capacity as the sole general partner of the Issuer, the “General Partner”), each having its principal office at Essex Portfolio, L.P., 925 East Meadow Drive, Palo Alto, California 94303, and U.S. Bank National Association, as trustee hereunder (hereinafter called the “Trustee”). Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the holders of the Issuer’s 3.875% Senior Notes due 2024 (hereinafter called the “Notes”) guaranteed by the Guarantor.
Essex Portfolio, L.P., as Issuer Essex Property Trust, Inc., as Guarantor U.S. Bank National Association, as TrusteeEssex Portfolio Lp • February 11th, 2020 • Real estate investment trusts • New York
INDENTURE dated as of February 11, 2020 among Essex Portfolio, L.P., a California limited partnership (hereinafter called the “Issuer”), Essex Property Trust, Inc., a Maryland corporation (hereinafter called the “Guarantor” or, in its capacity as the sole general partner of the Issuer, the “General Partner”), each having its principal office at Essex Portfolio, L.P., 1100 Park Place, Suite 200, San Mateo, California 94403, and U.S. Bank National Association, as trustee hereunder (hereinafter called the “Trustee”). Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the holders of the Issuer’s 2.650% Senior Notes due 2032 (hereinafter called the “Notes”) guaranteed by the Guarantor.
ESSEX PROPERTY TRUST, INC. Common Stock (par value $0.0001 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 24th, 2021 • Essex Portfolio Lp • Real estate investment trusts • New York
Citigroup Global Markets, Inc. 388 Greenwich Street New York, New York 10013 BNP Paribas Securities Corp. 787 Seventh Avenue New York, New York 10019 BTIG, LLC 65 East 55th Street New York, New York 10022 Capital One Securities, Inc. 299 Park Avenue New York, New York 10171 Jefferies LLC 520 Madison Avenue New York, New York 10022 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Mizuho Securities USA LLC 1271 Avenue of the Americas New York, New York 10020 MUFG Securities Americas Inc. 1221 Avenue of the Americas, 6th Floor New York, New York 10020-1001 Regions Securities LLC 615 South College Street, Suite 600 Charlotte, NC 28202 Citibank, N.A. 388 Greenwich Street, 6th Floor New York, New York 10013 BNP Paribas 787 Seventh Avenue New York, New York 10019 Jefferies LLC 520 Madison Avenue New York, New York 10022 JPMorgan Chase Bank, National Association 383 Madison Avenue New York, New York 10179
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 16th, 2014 • Essex Portfolio Lp • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT dated as of April 15, 2014 (the “Agreement”) is entered into by and among Essex Portfolio, L.P., a California limited partnership (the “Operating Partnership”), Essex Property Trust, Inc., a Maryland corporation (the “Guarantor”), and Citigroup Global Markets Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC as representatives (the “Representatives”) of the several initial purchasers (the “Initial Purchasers”).
Essex Portfolio, L.P., as Issuer Essex Property Trust, Inc., as Guarantor U.S. Bank National Association, as TrusteeIndenture • April 10th, 2014 • Essex Portfolio Lp • Real estate investment trusts • New York
INDENTURE dated as of April 4, 2014 among Essex Portfolio, L.P., a California limited partnership (hereinafter called the “Issuer”), Essex Property Trust, Inc., a Maryland corporation (hereinafter called the “Guarantor” or, in its capacity as the sole general partner of the Issuer, the “General Partner”), each having its principal office at Essex Portfolio, L.P. 925 East Meadow Drive, Palo Alto, California 94303, and U.S. Bank National Association, as trustee hereunder (hereinafter called the “Trustee”). Each party agrees as follows for the benefit of the other parties and for the equal and ratable benefit of the holders of the Issuer’s 5.500% Senior Notes due 2017 (hereinafter called the “Notes”) guaranteed by the Guarantor.
FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of July 7, 2022 among ESSEX PORTFOLIO, L.P., a California limited partnership, THE LENDERS LISTED HEREIN, PNC BANK, NATIONAL ASSOCIATION as Administrative Agent, and PNC CAPITAL MARKETS...Revolving Credit Agreement • October 27th, 2022 • Essex Portfolio Lp • Real estate investment trusts • California
This FOURTH AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of July 7, 2022 (this “Agreement”), is among ESSEX PORTFOLIO, L.P., a California limited partnership (“Borrower”), the several financial institutions from time to time party to this Agreement (collectively, the “Lenders” and individually, a “Lender”), and PNC BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (in such capacity, “Administrative Agent”) and as Swing Line Lender and L/C Issuer.
ESSEX PROPERTY TRUST, INC. [____] LONG-TERM INCENTIVE AWARD AWARD AGREEMENTAward Agreement • February 19th, 2021 • Essex Portfolio Lp • Real estate investment trusts • Maryland
EXCHANGE AGENT AGREEMENTExchange Agent Agreement • February 8th, 2013 • Essex Portfolio Lp • Real estate investment trusts • New York
Essex Portfolio, L.P., a California limited partnership (the “Company”), proposes to make an offer (the “Exchange Offer”) to exchange up to $300.0 million aggregate principal amount of registered 3.625% Senior Notes due 2022 (the “Exchange Notes”) for an equal aggregate principal amount of its outstanding unregistered 3.625% Senior Notes due 2020 (the “Existing Notes”). The terms and conditions of the Exchange Offer as currently contemplated are set forth in a prospectus (the “Prospectus”) included in the Company’s registration statement on Form S-4 (File No. ___ ) (the “Registration Statement”) filed with the Securities and Exchange Commission (the “SEC”) on __________, 20___, as it may be amended from time to time. The Existing Notes and the Exchange Notes are collectively referred to in this Exchange Agent Agreement (this “Agreement”) as the “Notes” or the “Securities.” Capitalized terms used herein and not defined shall have the respective meanings ascribed to them in the Prospectu
Up to 5,000,000 shares of Common Stock (par value $0.0001 per share) EQUITY DISTRIBUTION AGREEMENTTerms Agreement • September 2nd, 2014 • Essex Portfolio Lp • Real estate investment trusts • New York
ESSEX PROPERTY TRUST, INC., a Maryland corporation (the “Company”), confirms its agreement (this “Agreement”) with [_________________] (“[Agent]”), as follows:
ContractRevolving Credit Agreement • November 8th, 2007 • Essex Portfolio Lp • Real estate investment trusts • California
AGREEMENT TO RESTRUCTURE PARTNERSHIP BETWEEN WESTERN-MOUNTAIN VIEW II INVESTORS, A CALIFORNIA LIMITED PARTNERSHIP “PARTNERSHIP” AND ESSEX PORTFOLIO, L.P., A CALIFORNIA LIMITED PARTNERSHIP “EPLP” AND ESSEX PROPERTY TRUST, INC., A MARYLAND CORPORATION...Agreement to Restructure Partnership • November 8th, 2007 • Essex Portfolio Lp • Real estate investment trusts • California
This AGREEMENT TO RESTRUCTURE PARTNERSHIP (this “Agreement”) is entered into as of this 13th day of June, 2007, by Western-Mountain View II Investors, a California limited partnership, having an address of 777 California Avenue, Palo Alto, California 94304 (the “Partnership”), George M. Marcus, Donald V. Baptist and James Fuqua, three of the four current general partners of the Partnership (each a “General Partner” and, collectively, the “General Partners”), Essex Portfolio, L.P., a California limited partnership (“EPLP”), having an address of 925 East Meadow Drive, Palo Alto, CA 94303, Essex Property Trust, Inc., a Maryland corporation, having an address of 925 East Meadow Drive, Palo Alto, CA 94303 (“Essex REIT”) and Essex Management Corporation, a California corporation, having an address of 925 East Meadow Drive, Palo Alto, CA 94303 (“EMC”). EPLP, Essex REIT and EMC shall collectively be known as “Essex”.
AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P.Essex Portfolio Lp • February 21st, 2019 • Real estate investment trusts • California
Reference is made to that certain Fourth Amended and Restated Agreement of Limited Partnership of Essex Portfolio, L.P., a California limited partnership (the “Partnership”), dated as of _______________, 2018 (the “Partnership Agreement”). Capitalized terms used but not defined herein shall have the meanings set forth in the Partnership Agreement. Pursuant to Article XI and Paragraph 2 of Exhibit I to the Partnership Agreement, each of the undersigned, being a limited partner of the Partnership (an “Exercising Partner”), hereby elects to exercise its Conversion Rights and/or Sale Rights as to the number of Partnership Units specified opposite its signature below:
THIRD AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 8th, 2013 • Essex Portfolio Lp • Real estate investment trusts • California
THIS THIRD AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this "Third Amendment") is made as of January 22, 2013 (the "Effective Date"), by and among ESSEX PORTFOLIO, L.P., a California limited partnership ("Borrower"), the lenders which are parties hereto (collectively, "Lenders") and PNC BANK, NATIONAL ASSOCIATION, as administrative agent under the Credit Agreement (in such capacity, "Administrative Agent") and L/C Issuer.
SECOND AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 8th, 2013 • Essex Portfolio Lp • Real estate investment trusts • California
THIS SECOND AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this "Second Amendment") is made as of August 30, 2012 (the "Effective Date"), by and among ESSEX PORTFOLIO, L.P., a California limited partnership ("Borrower"), the lenders which are parties hereto (collectively, "Lenders") and PNC BANK, NATIONAL ASSOCIATION, as administrative agent under the Credit Agreement (in such capacity, "Administrative Agent") and L/C Issuer.
SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • February 19th, 2021 • Essex Portfolio Lp • Real estate investment trusts • California
THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Second Amendment”) is made as of January 9, 2020 (the “Effective Date”), by and among ESSEX PORTFOLIO, L.P., a California limited partnership (“Borrower”), the lenders which are parties hereto (collectively, the “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, as administrative agent under the Credit Agreement (in such capacity, “Administrative Agent”) and L/C Issuer.
Essex Portfolio, L.P. Essex Property Trust, Inc. Registration Rights AgreementRegistration Rights Agreement • January 25th, 2006 • Essex Portfolio Lp • Real estate investment trusts • New York
This Registration Rights Agreement (the “Agreement”) is made and entered into as of October 28, 2005, by and among Essex Portfolio, L.P., a California limited partnership (the “Operating Partnership”), Essex Property Trust, Inc., a Maryland corporation (the “Company”), and UBS Securities LLC and Bear, Stearns & Co. Inc. (collectively, the “Initial Purchasers”) pursuant to that certain Purchase Agreement, dated October 25, 2005 (the “Purchase Agreement”), among the Operating Partnership, the Company and the Initial Purchasers. The obligations of the Operating Partnership under the Notes and the Indenture will be fully and unconditionally guaranteed on a senior unsecured basis by the Company pursuant to the terms of the Indenture (the “Guarantee”). References herein to the Notes shall be deemed to include the Guarantee thereon.
AGREEMENTAgreement • March 31st, 2003 • Essex Portfolio Lp • Real estate investment trusts • California
THIS AGREEMENT (this "Agreement") is hereby made and entered into as of the 27th day of March 2003, by and between George M. Marcus ("Marcus"), for both himself and his Affiliated Companies (as defined in the Termination Agreement (as defined below)) and Essex Property Trust, Inc., a Maryland corporation ("Essex"), and its Affiliated Companies.
FIFTEENTH AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P. Dated as of February 26, 2008Essex Portfolio Lp • March 3rd, 2008 • Real estate investment trusts
This Fifteenth Amendment, dated as of the date shown above (the “Amendment”), is executed by Essex Property Trust, Inc. a Maryland Corporation (the “Company”), as the General Partner and on behalf of and as attorney in fact for the existing Limited Partners of Essex Portfolio, L.P., a California limited partnership (the “Partnership”), for the purpose of amending the First Amended and Restated Agreement of Limited Partnership of Essex Portfolio, L.P., dated September 30, 1997 (the “Partnership Agreement”).
THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • May 17th, 2004 • Essex Portfolio Lp • Real estate investment trusts • California
This THIRD AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT, dated as of April 30, 2004 (this "Agreement"), is among ESSEX PORTFOLIO, L.P., a California limited partnership ("Borrower"), the several financial institutions from time to time party to this Agreement (collectively, the "Lenders" and individually, a "Lender"), and BANK OF AMERICA, N.A., as administrative agent for the Lenders (in such capacity, "Administrative Agent") and as Swing Line Lender and L/C Issuer, UNION BANK OF CALIFORNIA, N.A., as co- syndication agent, BANK ONE, NA, as co-syndication agent, KEYBANK NATIONAL ASSOCIATION, as managing agent, and PNC BANK, NATIONAL ASSOCIATION, as managing agent.
Up to 5,000,000 shares of Common Stock (par value $0.0001 per share) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • March 9th, 2016 • Essex Portfolio Lp • Real estate investment trusts • New York
ESSEX PROPERTY TRUST, INC., a Maryland corporation (the “Company”), confirms its agreement (this “Agreement”) with [__________] (“[Agent]”), as follows:
FOURTEENTH AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P. Dated as of December 26, 2007Essex Portfolio Lp • December 28th, 2007 • Real estate investment trusts
This Fourteenth Amendment, dated as of the date shown above (the “Amendment”), is executed by Essex Property Trust, Inc. a Maryland Corporation (the “Company”), as the General Partner and as attorney in fact for all limited partners of Essex Portfolio, L.P. (the “Partnership”), for the purpose of amending the First Amended and Restated Agreement of Limited Partnership of Essex Portfolio, L.P., dated September 30, 1997 (the “Partnership Agreement”).
FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • January 31st, 2014 • Essex Portfolio Lp • Real estate investment trusts • California
THIS FOURTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Fourth Amendment”) is made as of January 29, 2014 (the “Effective Date”), by and among ESSEX PORTFOLIO, L.P., a California limited partnership (“Borrower”), the lenders which are parties hereto (collectively, “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, as administrative agent under the Credit Agreement (in such capacity, “Administrative Agent”) and L/C Issuer.
TERMS AGREEMENTTerms Agreement • March 31st, 2014 • Essex Portfolio Lp • Real estate investment trusts
Essex Property Trust, Inc., a Maryland corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Equity Distribution Agreement, dated March 29, 2013 (the “Distribution Agreement”), between the Company and Citigroup Global Markets Inc. (“Citigroup”), to issue and sell to Citigroup the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, capitalized terms defined in the Distribution Agreement shall have the same meanings when used herein.
NINTH AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P.Agreement • March 15th, 2004 • Essex Portfolio Lp • Real estate investment trusts
THIS NINTH AMENDMENT TO FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P., AS AMENDED (as amended, the "Partnership Agreement"), dated as of January 8, 2004 (this "Amendment"), is executed by Essex Property Trust, Inc. a Maryland corporation (the "Company"), as the General Partner and on behalf of the existing Limited Partners of Essex Portfolio, L.P., a California limited partnership (the "Partnership"), Belmar Realty Corporation, a Delaware corporation ("Belmar"), Belrose Realty Corporation, a Delaware corporation ("Belrose"), Belport Realty Corporation, a Delaware corporation ("Belport"), and Belshire Realty Corporation, a Delaware Corporation ("Belshire," and each of Belmar, Belrose, Belport and Belshire a "Series B Preferred Partner" and collectively, the "Series B Preferred Partners"). Capitalized terms used herein but not defined herein shall have the definitions ascribed to such terms in the Partnership Agreement.
TWELFTH AMENDMENT TO THE FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF ESSEX PORTFOLIO, L.P. Dated as of July 26, 2006Essex Portfolio Lp • August 1st, 2006 • Real estate investment trusts
This Twelfth Amendment to the First Amended and Restated Agreement of Limited Partnership of Essex Portfolio, L.P., as amended (as amended, the "Partnership Agreement"), dated as of the date shown above (the "Amendment"), is executed by Essex Property Trust, Inc. a Maryland Corporation (the "Company"), as the General Partner and on behalf of the existing Limited Partners of Essex Portfolio, L.P. (the "Partnership").
SIXTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENTRevolving Credit Agreement • February 26th, 2016 • Essex Portfolio Lp • Real estate investment trusts • California
THIS SIXTH AMENDMENT TO AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Sixth Amendment”) is made as of January 19, 2016 (the “Effective Date”), by and among ESSEX PORTFOLIO, L.P., a California limited partnership (“Borrower”), the lenders which are parties hereto (collectively, “Lenders”) and PNC BANK, NATIONAL ASSOCIATION, as administrative agent under the Credit Agreement (in such capacity, “Administrative Agent”) and L/C Issuer.
BEX PORTFOLIO, LLC. SIXTH SUPPLEMENTAL INDENTURESixth Supplemental Indenture • April 3rd, 2014 • Essex Portfolio Lp • Real estate investment trusts • New York
THIS SIXTH SUPPLEMENTAL INDENTURE (this “Sixth Supplemental Indenture”) is entered into as of April 1, 2014 between, BEX Portfolio, Inc., a Delaware corporation (the “Company”) and a direct subsidiary of Essex Property Trust, Inc., a Maryland corporation (the “Parent Company”), BEX Portfolio, LLC, a Delaware limited liability company (the “Successor Company”), and a subsidiary of Essex Portfolio, L.P., a California limited partnership (“EPLP”), and The Bank of New York Mellon Trust Company, National Association (successor to J.P. Morgan Trust Company, National Association), a bank duly organized and existing under the laws of the United States, as trustee (the “Trustee”), under that certain Indenture, dated as of June 23, 1997 (the “Original Indenture”), as amended and supplemented by that certain First Supplemental Indenture, dated as of April 23, 1998 (the “First Supplemental Indenture”), as further amended and supplemented by that certain Second Supplemental Indenture, dated as of A
BEX PORTFOLIO, INC. FIFTH SUPPLEMENTAL INDENTUREFifth Supplemental Indenture • April 3rd, 2014 • Essex Portfolio Lp • Real estate investment trusts • New York
THIS FIFTH SUPPLEMENTAL INDENTURE (this “Fifth Supplemental Indenture”) is entered into as of April 1, 2014 between BRE Properties, Inc., a Maryland corporation (the “Original Company”), BEX Portfolio, Inc., a Delaware corporation (the “Successor Company”) and a direct subsidiary of Essex Property Trust, Inc., a Maryland corporation (the “Parent Company”), and The Bank of New York Mellon Trust Company, National Association (successor to J.P. Morgan Trust Company, National Association), a bank duly organized and existing under the laws of the United States, as trustee (the “Trustee”), under that certain Indenture, dated as of June 23, 1997 (the “Original Indenture”), as amended and supplemented by that certain First Supplemental Indenture, dated as of April 23, 1998 (the “First Supplemental Indenture”), as further amended and supplemented by that certain Second Supplemental Indenture, dated as of August 15, 2006 (the “Second Supplemental Indenture”), as further amended and supplemented
