INDEMNIFICATION AGREEMENTIndemnification Agreement • August 13th, 2021 • Postal Realty Trust, Inc. • Real estate investment trusts • Maryland
THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 1st day of January 2021, by and between Postal Realty Trust, Inc., a Maryland corporation (the “Company”), and Robert B. Klein (“Indemnitee”).
First Amendment to Credit AgreementCredit Agreement • May 11th, 2022 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This Credit Agreement is entered into as of August 9, 2021 by and among Postal Realty LP, a Delaware limited partnership (the “Borrower”), Postal Realty Trust, Inc., a Maryland corporation (“Postal Realty REIT”), and certain direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and Bank of Montreal, a Canadian bank acting through its Chicago branch, as Administrative Agent as provided herein.
Credit Agreement Dated as of August 9, 2021 among Postal Realty LP, as Borrower, The Guarantors from time to time party hereto, the Lenders from time to time party hereto, and Bank of Montreal, as Administrative Agent BMO Capital Markets Corp.,...Credit Agreement • August 10th, 2021 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This Credit Agreement is entered into as of August 9, 2021 by and among Postal Realty LP, a Delaware limited partnership (the “Borrower”), Postal Realty Trust, Inc., a Maryland corporation (“Postal Realty REIT”), and certain direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and Bank of Montreal, a Canadian bank acting through its Chicago branch, as Administrative Agent as provided herein.
Second Amendment to Credit AgreementCredit Agreement • July 26th, 2023 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This Credit Agreement is entered into as of August 9, 2021 by and among Postal Realty LP, a Delaware limited partnership (the “Borrower”), Postal Realty Trust, Inc., a Maryland corporation (“Postal Realty REIT”), and certain direct and indirect Subsidiaries of the Borrower from time to time party to this Agreement, as Guarantors, the several financial institutions from time to time party to this Agreement, as Lenders, and Bank of Montreal, a Canadian bank acting through its Chicago branch, as Administrative Agent as provided herein.
AGREEMENT OF PURCHASE AND SALEAgreement of Purchase and Sale • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This AGREEMENT OF PURCHASE AND SALE (this “Agreement”)is made as of May 14, 2019 by and between IDJ Holdings, LLC (the “Seller”) and Postal Realty Trust, Inc., a Maryland corporation (the “REIT”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • October 20th, 2023 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this "Agreement"), effective as of the Effective Date (as hereinafter defined) between POSTAL REALTY TRUST, INC., a Maryland corporation (the “Company”), and Jeremy Garber (the “Executive”), recites and provides as follows:
CONTRIBUTION AGREEMENTContribution Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of __________, 2019 by and among NPM Holdings, Inc., a Delaware corporation (“Contributor”), Postal Realty LP, a Delaware limited partnership (the “Operating Partnership”), and Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), the sole general partner of the Operating Partnership.
3,250,000 Shares POSTAL REALTY TRUST, INC. Class A Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • January 14th, 2021 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
Postal Realty Trust, Inc., a Maryland corporation (the “Company”), and Postal Realty LP, a Delaware limited partnership (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), agree with Jefferies LLC (“Jefferies”) and Stifel, Nicolaus & Company, Incorporated (“Stifel”), as representatives (the “Representatives”) of the several Underwriters named in Schedule A hereto (collectively, the “Underwriters”) to issue and sell to the several Underwriters 3,250,000 shares (the “Firm Securities”) of its Class A common stock, par value $0.01 per share (the “Common Stock” or “Securities”), and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 487,500 additional Securities (the “Optional Securities”) as set forth below. The Firm Securities and the Optional Securities are herein collectively called the “Offered Securities.”
TAX PROTECTION AGREEMENTTax Protection Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
THIS TAX PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of May 14, 2019 by and among Postal Realty LP, a Delaware limited partnership (the “Partnership”), Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), and the sole general partner of the Partnership, and Nationwide Postal Management Holdings, Inc., a Delaware corporation, as contributor (the “Contributor”) (together with the Partnership and the REIT, the “Parties”).
Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. The redacted confidential portions of the exhibit are marked by [***]. AGREEMENT OF...Agreement of Purchase and Sale • November 12th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This AGREEMENT OF PURCHASE AND SALE (this “Agreement”), is made and entered into this 16th day of July, 2019 (the “Effective Date”), by and among Hugh B. Barwick, Jr., Benjamin C. Barwick, and Gary L. Poelstra (hereinafter referred to both individually and collectively as “Seller”), and Postal Realty LP, a Delaware limited partnership (“Purchaser”).
PROMISSORY NOTE (NUFIC)Postal Realty Trust, Inc. • December 21st, 2020 • Real estate investment trusts
FOR VALUE RECEIVED, and at the times hereinafter specified, THORN HILL POSTAL REALTY HOLDINGS LLC, a Delaware limited liability company (“Borrower”), whose address is 75 Columbia Avenue, Cedarhurst, New York 11516, hereby promises to pay to the order of NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA., a Pennsylvania corporation (hereinafter referred to, together with each subsequent holder hereof, as “Lender”), at c/o AIG Investments, 777 S. Figueroa Street, 16th Floor, Los Angeles, California 90017-5800, or at such other address as may be designated from time to time hereafter by any Lender, the principal sum of FIVE MILLION FOUR HUNDRED SEVENTY THOUSAND SEVEN HUNDRED TWENTY-FIVE AND NO/100THS DOLLARS ($5,470,725.00), together with interest on the principal balance outstanding from time to time, as hereinafter provided, in lawful money of the United States of America.
TAX INDEMNIFICATION AGREEMENTTax Indemnification Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
TAX INDEMNIFICATION AGREEMENT, dated as of May 14, 2019 (the “Agreement”), between Postal Realty Trust, Inc. (the “Company”), United Properties Holding, Inc. (“UPH”), United Post Office Investments, Inc. (“UPOI”), and Andrew Spodek (the “Stockholder”).
CONTRIBUTION AGREEMENTContribution Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of May 14, 2019 by and among Andrew Spodek, IDJ Holdings, LLC and Tayaka Holdings, LLC (“Contributor”), Postal Realty LP, a Delaware limited partnership (the “Operating Partnership”), and Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), the sole general partner of the Operating Partnership.
REPRESENTATION, WARRANTY AND INDEMNITY AGREEMENTRepresentation, Warranty and Indemnity Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This REPRESENTATION, WARRANTY AND INDEMNITY AGREEMENT (this “Agreement”) is made and entered into as of May 14, 2019, and is effective as of the Closing Date (as defined herein), by and among Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), Postal Realty LP, a Delaware limited partnership and subsidiary of the REIT (the “Operating Partnership”, and together with the REIT, the “Acquirer”), and Andrew Spodek (the “Principal”). Certain capitalized terms used herein are defined in Section 4.2 hereof.
AGREEMENT AND PLAN OF MERGER BY AND AMONG POSTAL REALTY TRUST, INC., UPH MERGER SUB LLC, UNITED PROPERTIES HOLDING, INC. AND ANDREW SPODEK Dated as of May 16, 2019Agreement and Plan of Merger • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 16, 2019, by and among Postal Realty Trust, Inc. a Maryland corporation (the “REIT”), UPH Merger Sub LLC, a Delaware limited liability company and a direct, wholly owned subsidiary of the REIT (“Merger Subsidiary”), United Properties Holding, Inc., a Tennessee corporation (the “Company”), and Andrew Spodek, an individual, recites and provides as follows:
Certain identified information has been excluded from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. The redacted confidential portions of the exhibit are marked by [***]. AGREEMENT OF...Agreement of Purchase and Sale • November 12th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This AGREEMENT OF PURCHASE AND SALE (this “Agreement”), is made and entered into this 16th day of July, 2019 (the “Effective Date”), by and between HB Barwick, Inc., a North Carolina Corporation (“Seller”), and Postal Realty LP, a Delaware Limited Partnership (“Purchaser”).
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF POSTAL REALTY LP (a Delaware limited partnership)Postal Realty Trust, Inc. • June 27th, 2019 • Real estate investment trusts • Delaware
Postal Realty LP (the “Partnership”) was formed as a limited partnership under the laws of the State of Delaware, pursuant to a Certificate of Limited Partnership filed with the Secretary of State of the State of Delaware on November 16, 2018 and an Agreement of Limited Partnership entered into as of December 26, 2018 (the “Original Agreement”), by and between Postal Realty Trust, Inc., a Maryland corporation (the “General Partner”), and Postal Realty Limited Partner LLC, a Delaware limited liability company (the “Original Limited Partner”). This First Amended and Restated Agreement of Limited Partnership is entered into this 16th day of May, 2019 among the General Partner and the Limited Partners set forth on Exhibit A hereto, for the purpose of amending and restating the Agreement of Limited Partnership.
OPEN MARKET SALE AGREEMENTSMPostal Realty Trust, Inc. • December 14th, 2020 • Real estate investment trusts • New York
Postal Realty Trust, Inc., a Maryland corporation (the “Company”), and Postal Realty LP, a Delaware limited partnership (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), propose, subject to the terms and conditions stated herein, to issue and sell from time to time through [BANK], as sales agent and/or principal (the “Agent”), shares of the Company’s Class A common stock, par value $0.01 per share (the “Common Shares”), having an aggregate offering price of up to $50,000,000 on the terms set forth in this agreement (this “Agreement”).
POSTAL REALTY TRUST, INC. NOTICE OF LTIP UNIT AWARDLtip Unit Award Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • Delaware
Subject to the terms and conditions of this Notice of LTIP Unit Award (this "Notice"), the LTIP Unit Award Agreement attached hereto (the "Award Agreement"), the Postal Realty Trust, Inc. 2019 Equity Incentive Plan (the "Plan"), and the First Amended and Restated Agreement of Limited Partnership of Postal Realty LP, dated as of _______, 2019, as amended from time to time (the "Partnership Agreement"), Postal Realty Trust, Inc., a Maryland corporation (the "Company"), as the sole general partner of Postal Realty LP (the "Partnership"), hereby grants the below individual (the "Participant") the below number of LTIP Units. Unless otherwise specifically indicated, capitalized terms used in this Notice but not otherwise defined herein shall have their respective meanings set forth in the Award Agreement or the Plan.
OPEN MARKET SALE AGREEMENTOpen Market Sale Agreement • August 8th, 2023 • Postal Realty Trust, Inc. • Real estate investment trusts
Reference is made to that certain Open Market Sale Agreement (the “Agreement”), dated as of November 4, 2022, by and between Postal Realty Trust, Inc. (the “Company”), Postal Realty LP (the “Operating Partnership”) and [BANK] (the “Sales Agent”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement.
FORM OF third party PROPERTY MANAGEMENT AGREEMENTManagement Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This PROPERTY MANAGEMENT AGREEMENT (this “Management Agreement”) is made and entered into as of this [∙] of [∙], 20[∙], by and among [∙] (“Owner”), and POSTAL REALTY MANAGEMENT TRS, LLC, a Delaware limited liability company (the “Manager”).
4,250,000 Shares POSTAL REALTY TRUST, INC. Class A Common Stock UNDERWRITING AGREEMENTPostal Realty Trust, Inc. • November 19th, 2021 • Real estate investment trusts • New York
Postal Realty Trust, Inc., a Maryland corporation (the “Company”), and Postal Realty LP, a Delaware limited partnership (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), agree with J.P. Morgan Securities LLC (“J.P. Morgan”) and Stifel, Nicolaus & Company, Incorporated (“Stifel”), as representatives (the “Representatives”) of the several Underwriters named in Schedule A hereto (collectively, the “Underwriters”) to issue and sell to the several Underwriters 4,250,000 shares (the “Firm Securities”) of its Class A common stock, par value $0.01 per share (the “Common Stock” or “Securities”), and also proposes to issue and sell to the Underwriters, at the option of the Underwriters, an aggregate of not more than 637,500 additional Securities (the “Optional Securities”) as set forth below. The Firm Securities and the Optional Securities are herein collectively called the “Offered Securities.”
THIRD AMENDMENT TO CREDIT AGREEMENTCredit Agreement • December 1st, 2020 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
THIRD AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of November 24, 2020, among Postal Realty LP, a Delaware limited partnership (“Borrower”), POSTAL REALTY TRUST INC., a Maryland corporation (the “REIT”), the SUBSIDIARY GUARANTORS party hereto (the “Subsidiary Guarantors”; the REIT and each of the Subsidiary Guarantors, individually, a “Guarantor Party” and, collectively, the “Guarantor Parties”), and PEOPLE’S UNITED BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (defined below) (together with its successors and assigns in such capacity, the “Administrative Agent”).
SURETYSHIP AGREEMENTSuretyship Agreement • December 21st, 2020 • Postal Realty Trust, Inc. • Real estate investment trusts • Pennsylvania
This SURETYSHIP AGREEMENT (this “Agreement”) is made as of December 18, 2020, by POSTAL REALTY LP, a Delaware limited partnership (“Surety”) in favor of THE UNITED STATES LIFE INSURANCE COMPANY IN THE CITY OF NEW YORK, a New York corporation (“Co-Lender 1”), and NATIONAL UNION FIRE INSURANCE COMPANY OF PITTSBURGH, PA., a Pennsylvania corporation (“Co-Lender 2”) (Co-Lender 1 and Co-Lender 2 being referred to herein, individually and collectively, as “Lender”).
POSTAL REALTY TRUST, INC. NOTICE OF STOCK AWARDStock Award Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
Subject to the terms and conditions of this Notice of Stock Award (this "Notice"), the Stock Award Agreement attached hereto (the "Award Agreement"), and the Postal Realty Trust, Inc. 2019 Equity Incentive Plan (the "Plan"), the below individual (the "Participant") is hereby granted the below number of shares of Common Stock (the "Covered Shares") in Postal Realty Trust, Inc., a Maryland corporation (the "Company"). Unless otherwise specifically indicated, all terms used in this Notice have the meanings set forth in the Award Agreement or the Plan.
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 26th, 2020 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
SECOND AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of June 25, 2020, among Postal Realty LP, a Delaware limited partnership (“Borrower”), POSTAL REALTY TRUST INC., a Maryland corporation (the “REIT”), the SUBSIDIARY GUARANTORS party hereto (the “Subsidiary Guarantors”; the REIT and each of the Subsidiary Guarantors, individually, a “Guarantor Party” and, collectively, the “Guarantor Parties”), and PEOPLE’S UNITED BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (defined below) (together with its successors and assigns in such capacity, the “Administrative Agent”).
CONTRIBUTION AGREEMENTContribution Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • Delaware
This Contribution Agreement (“Agreement”), effective as of May 14, 2019 (the “Effective Date”), is made and entered into by and between Postal Realty LP, a Delaware limited partnership (the “Contributor”), and Postal Realty Management TRS, LLC a Delaware limited liability company (“Transferee”).
OPEN MARKET SALE AGREEMENTOpen Market Sale Agreement • August 8th, 2023 • Postal Realty Trust, Inc. • Real estate investment trusts
Reference is made to that certain Open Market Sale Agreement (the “Agreement”), dated as of November 4, 2022, by and between Postal Realty Trust, Inc. (the “Company”), Postal Realty LP (the “Operating Partnership”) and [BANK] (the “Sales Agent”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Agreement.
TAX PROTECTION AGREEMENTTax Protection Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
THIS TAX PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of May 14, 2019 by and among Postal Realty LP, a Delaware limited partnership (the “Partnership”), Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), and the sole general partner of the Partnership, and Andrew Spodek, Tayaka Holdings, LLC, and IDJ Holdings, LLC, as contributors (the “Contributors”) (together with the Partnership and the REIT, the “Parties”).
TAX PROTECTION AGREEMENTTax Protection Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
THIS TAX PROTECTION AGREEMENT (this “Agreement”) is made and entered into as of , 2019 by and among Postal Realty LP, a Delaware limited partnership (the “Partnership”), Postal Realty Trust, Inc., a Maryland corporation (the “REIT”), and the sole general partner of the Partnership, and Andrew Spodek, Tayaka Holdings, LLC, and IDJ Holdings, LLC, as contributors (the “Contributors”) (together with the Partnership and the REIT, the “Parties”).
CONTRIBUTION AGREEMENTContribution Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
This CONTRIBUTION AGREEMENT (this “Agreement”) is made as of May 14, 2019 by and among Unlimited Postal Holdings, LP, a Texas limited partnership, (“Contributor”), Postal Realty LP, a Delaware limited partnership (the “Operating Partnership”), and Postal Realty Trust, Inc., a Maryland corporation (the“ REIT”), the sole general partner of the Operating Partnership.
CONTRIBUTION AGREEMENTContribution Agreement • June 27th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts • Delaware
This Contribution Agreement (“Agreement”), effective as of May 16, 2019 (the “Effective Date”), is made and entered into by and between Postal Realty Trust, Inc., a Maryland corporation (the “Contributor”), and Postal Realty LP, a Delaware limited partnership (“Transferee”).
OPEN MARKET SALE AGREEMENTSMPostal Realty Trust, Inc. • November 4th, 2022 • Real estate investment trusts • New York
The Company and the Operating Partnership have also entered into Open Market Sale Agreements (each, an “Alternative Agreement” and collectively, the “Alternative Agreements”), dated as of the date hereof, with each of [Jefferies LLC, Stifel, Nicolaus & Company, Incorporated, BMO Capital Markets Corp., Janney Montgomery Scott LLC and Truist Securities, Inc.]2 (and, as applicable, their respective Affiliates) (each, in its capacity as forward purchaser, forward seller, or sales agent/principal thereunder, an “Alternative Agent” and collectively, the “Alternative Agents”) on the terms set forth in the applicable Alternative Agreements. The aggregate offering price of the Shares (defined below) that may be sold pursuant to this Agreement and the Alternative Agreements shall not exceed the Maximum Program Amount (defined below). Notwithstanding anything to the contrary contained herein, the parties hereto agree that compliance with the limitations set forth herein regarding the aggregate of
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • May 7th, 2019 • Postal Realty Trust, Inc. • Real estate investment trusts
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”), dated this ____ day of _______________, 2019 (the “Effective Date”), by and between Rosalind Spodek (the “Grantor”) and POSTAL REALTY TRUST, INC. a Maryland corporation (the “Grantee”), recites and provides:
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • June 26th, 2020 • Postal Realty Trust, Inc. • Real estate investment trusts • New York
FIRST AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of January 30, 2020, among Postal Realty LP, a Delaware limited partnership (“Borrower”), POSTAL REALTY TRUST INC., a Maryland corporation (the “REIT”), the SUBSIDIARY GUARANTORS party hereto (the “Subsidiary Guarantors”; the REIT and each of the Subsidiary Guarantors, individually, a “Guarantor Party” and, collectively, the “Guarantor Parties”), the ELECTING LENDERS (defined below), the other LENDERS (defined below) party hereto, and PEOPLE’S UNITED BANK, NATIONAL ASSOCIATION, as administrative agent for the Lenders (together with its successors and assigns in such capacity, the “Administrative Agent”).
