0001144204-17-009909 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 21st, 2017 • American Finance Trust, Inc • Real estate investment trusts • Maryland

THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made and entered into as of the 16th day of February, 2017, by and between American Finance Trust, Inc. (f/k/a American Realty Capital Trust V, Inc.), a Maryland corporation (the “Company”), and Leslie D. Michelson and Edward G. Rendell (each, an “Indemnitee”).

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AMENDMENT NO. 1 TO AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF AMERICAN FINANCE OPERATING PARTNERSHIP, L.P.
American Finance Trust, Inc • February 21st, 2017 • Real estate investment trusts

This Amendment No. 1, dated as of February 15, 2017 to the Amended and Restated Agreement of Limited Partnership of American Finance Operating Partnership, L.P. (the "Partnership") dated September 6, 2016 (the "Partnership Agreement") is being executed pursuant to Sections 12.3 and 7.1(a)(i)(X) of the Partnership Agreement, to admit American Realty Capital Retail Advisor, LLC (the “RCA Advisor”), Lincoln Retail REIT Services, LLC (“Lincoln”) and Genie Acquisition, LLC (“Merger Sub”) to the Partnership as a Limited Partner as contemplated by the Agreement and Plan of Merger dated September 6, 2016 among the Partnership, American Finance Trust, Inc., American Realty Capital — Retail Centers of America, Inc., American Realty Capital Retail Operating Partnership, L.P. and Genie Acquisition, LLC (the “Merger Agreement”).

Second Amendment to Amended and Restated Credit Agreement, Assumption, Joinder and Reaffirmation of Guaranties
Credit Agreement • February 21st, 2017 • American Finance Trust, Inc • Real estate investment trusts • New York

This Amended and Restated Credit Agreement (this “Agreement”) is entered into as of December 2, 2014 by and among American Realty Capital RetailFinance Operating Partnership, L.P., a Delaware limited partnership (the “Borrower”), as successor by merger on the Second Amendment Closing Date to American Realty Capital Retail Operating Partnership, L.P., a Delaware limited partnership, the Guarantors from time to time party to this Agreement, the several financial institutions from time to time party to this Agreement, as Lenders, Regions Bank and SunTrust Bank, as Syndication Agents, and BMO Harris Bank N.A., as Administrative Agent as provided herein. All capitalized terms used herein without definition shall have the same meanings herein as such terms are defined in Section 5.1 hereof.

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