Real estate investment trusts Sample Contracts

JBG SMITH PropertiesEMPLOYMENT AGREEMENT (February 23rd, 2021)

Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and George Xanders (“Executive”).

JBG SMITH PropertiesAMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and Steven A. Museles (“Executive”).

JBG SMITH PropertiesFORM OF JBG SMITH PROPERTIES (February 23rd, 2021)

RESTRICTED SHARE UNIT AGREEMENT (the “Restricted Share Unit Agreement” or “Award Agreement”) made as of the Grant Date set forth on Schedule A hereto between JBG SMITH Properties, a Maryland real estate investment trust (the “Company”), and the employee of the Company or one of its affiliates listed on Schedule A (the “Employee”).

JBG SMITH PropertiesSECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Second Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and W. Matthew Kelly (“Executive”).

JBG SMITH PropertiesFORM OF JBG SMITH PROPERTIES (February 23rd, 2021)

RESTRICTED SHARE UNIT AGREEMENT (the “Restricted Share Unit Agreement” or “Award Agreement”) made as of the Grant Date set forth on Schedule A hereto between JBG SMITH Properties, a Maryland real estate investment trust (the “Company”), and the advisor or consultant to the Company or one of its affiliates listed on Schedule A (the “Consultant”).

W. P. Carey Inc.WPC EUROBOND B.V., as issuer (February 23rd, 2021)

WPC Eurobond B.V., a private company with limited liability (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (together, the “Representatives”), €525,000,000 principal amount of its 0.950% Senior Notes due 2030 (the “Notes”). The Notes will be issued pursuant to an Indenture, dated as of November 8, 2016 (the “Base Indenture”), among the Company, W.P. Carey Inc., a Maryland corporation (the “Guarantor”), and U.S. Bank National Association, as trustee (the “Trustee”), as amended by a Fifth Supplemental Indenture thereto, to be dated as of the Closing Date (as defined below) (the “Supplemental Indenture,” and together with the Base Indenture, the “Indenture”), among the Company, the Guarantor and the Trustee. The Company’s obligations in respect of the Notes will be uncondit

JBG SMITH PropertiesSECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Second Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and Kevin Reynolds (“Executive”).

Ventas, Inc.FIRST AMENDMENT (February 23rd, 2021)

THIS FIRST AMENDMENT dated as of January 29, 2021 (this “Amendment”) to that certain Credit and Guaranty Agreement referenced below is by and among VENTAS REALTY, LIMITED PARTNERSHIP, a Delaware limited partnership (the “Borrower”), VENTAS, INC., a Delaware corporation (“Ventas”), as guarantor, the Lenders identified on the signature pages hereto, and BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”).

Medalist Diversified REIT, Inc.FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (February 23rd, 2021)

THIS FIRST AMENDMENT TO PURCHASE AND SALE AGREEMENT (this “Amendment”) is made as of February 17, 2021 (“Effective Date”), by and between BVC LANCER LLC, a South Carolina limited liability company (“Seller”), and MEDALIST DIVERSIFIED HOLDINGS, L.P., a Delaware limited partnership (“Purchaser”).

Mfa Financial, Inc.MFA FINANCIAL, INC. EQUITY COMPENSATION PLAN PHANTOM SHARE AWARD AGREEMENT (PERFORMANCE BASED VESTING) (February 23rd, 2021)

AGREEMENT, dated as of the __ day of ________, 202_ (the “Grant Date”), by and between MFA Financial, Inc., a Maryland corporation (the “Company”), and ____________ (the “Grantee”).

Resource REIT, Inc.RESOURCE REIT, INC. RESTRICTED STOCK AGREEMENT – PERFORMANCE (For U.S. Participants) (February 23rd, 2021)

Resource REIT, Inc. (the “Company”) has granted to the Participant named in the Notice of Grant of Restricted Stock (the “Grant Notice”) to which this Restricted Stock Agreement (the “Agreement”) is attached an Award consisting of Shares subject to the terms and conditions set forth in the Grant Notice and this Agreement. The Award has been granted pursuant to and shall in all respects be subject to the terms and conditions of the Resource REIT, Inc. 2020 Long-Term Incentive Plan (the “Plan”), as amended to the Date of Grant, the provisions of which are incorporated herein by reference. By signing the Grant Notice, the Participant: (a) acknowledges receipt of and represents that the Participant has read and is familiar with the Grant Notice, this Agreement, and the Plan and a prospectus for the Plan prepared in connection with the registration with the Securities and Exchange Commission of the Shares (the “Plan Prospectus”), (b) accepts the Award subject to all of the terms and conditi

Cygnus Capital, Inc.JOINT FILING AGREEMENT (February 23rd, 2021)

In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the Common Stock, par value $0.01 per share, of Ashford Hospitality Trust, Inc., a Maryland corporation. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.

Power REITAMENDMENT NO. 1 TO LEASE AGREEMENT – LOTS 4 & 5 – TAMARACK SUBDIVISION (February 23rd, 2021)

THIS AMENDMENT NO. 1 TO LEASE AGREEMENT (the “Amendment”), is made and entered into effective as of the 19th day of February, 2021 (the “Effective Date”), by and between The Grail Project, LLC, a Colorado LLC (“Tenant”), whose address for notice purposes is 7950 Maverick Lane, Ordway, CO 81063 and PW CO CanRE Grail LLC, a Colorado LLC (“Landlord”), whose address for notice purposes is 301 Winding Road, Old Bethpage, New York 11804.

MGM Growth Properties Operating Partnership LPMGM GROWTH PROPERTIES LLC FORM OF PERFORMANCE SHARE UNITS AGREEMENT (February 23rd, 2021)

This Agreement (including its Exhibits, the “Agreement”) is made by and between MGM Growth Properties LLC, a Delaware limited liability company (the “Company”), and [●] (the “Participant”) with an effective date of [●] (the “Effective Date”).

Mfa Financial, Inc.AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 22nd day of February, 2021, and effective as of the first day of January, 2021 (the “Effective Date”), by and between MFA Financial, Inc. (“MFA”), and Craig L. Knutson (the “Executive”).

JBG SMITH PropertiesSECOND AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Second Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and David P. Paul (“Executive”).

Mfa Financial, Inc.MFA FINANCIAL, INC. EQUITY COMPENSATION PLAN PHANTOM SHARE AWARD AGREEMENT (TIME BASED VESTING) (February 23rd, 2021)

AGREEMENT, dated as of the __ of __________, 202_ (the “Grant Date”), by and between MFA Financial, Inc., a Maryland corporation (the “Company”), and ___________ (the “Grantee”).

Mfa Financial, Inc.AGREEMENT (February 23rd, 2021)

THIS AGREEMENT (this “Agreement”) is entered into this 6th day of May, 2020 (the “Effective Date”), by and between Harold E. Schwartz (“Executive”) and MFA Financial, Inc. (“MFA” or the “Company”).

MGM Growth Properties Operating Partnership LPMGM GROWTH PROPERTIES LLC FORM OF RESTRICTED SHARE UNITS AGREEMENT (February 23rd, 2021)

This Restricted Share Units Agreement (including its Exhibit, the “Agreement”) is made by and between MGM Growth Properties LLC, a Delaware limited liability company (the “Company”), and [●] (the “Participant”) with an effective date of [●].

Mfa Financial, Inc.AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 22nd day of February, 2021, and effective as of the first day of January, 2021 (the “Effective Date”), by and between MFA Financial, Inc. (“MFA”), and Bryan Wulfsohn (the “Executive”).

Medalist Diversified REIT, Inc.AGREEMENT OF SALE (February 23rd, 2021)

THIS AGREEMENT OF SALE (“Agreement”) is made as of this 17th day of February, 2021 (the “Effective Date”) between KRISHNA PRASAD MAGANTI and RAMESH GANDHAMANEI and/or their assigns (“Purchaser”), MDR GREENSBORO, LLC, a Delaware limited liability company (“MDR”), PMI GREENSBORO, LLC, a Delaware limited liability company (“PMI), and MDR GREENSBORO HI TRS, LLC, a North Carolina limited liability company (“TRS,” and collectively with MDR and PMI, “Seller”).

Mfa Financial, Inc.AMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of the 22nd day of February, 2021, and effective as of the first day of January, 2021 (the “Effective Date”), by and between MFA Financial, Inc. (“MFA”), and Gudmundur Kristjansson (the “Executive”).

JBG SMITH PropertiesAMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and Stephen W. Theriot (“Executive”).

JBG SMITH PropertiesAMENDED AND RESTATED EMPLOYMENT AGREEMENT (February 23rd, 2021)

This Amended and Restated Employment Agreement (the “Agreement”), dated as of February 18, 2021, by and between JBG SMITH Properties, a Maryland real estate investment trust (together with its affiliates, the “Company”), with its principal offices in Bethesda, Maryland and Madhumita Moina Banerjee (“Executive”).

Kite Realty Group, L.P.KITE REALTY GROUP TRUST Common Shares of Beneficial Interest (par value $0.01 per share) EQUITY DISTRIBUTION AGREEMENT (February 23rd, 2021)

KeyBanc Capital Markets Inc. 127 Public Square, 4th Floor Cleveland, Ohio 44114 Raymond James & Associates, Inc. 880 Carillon Parkway St. Petersburg, Florida 33716

Braemar Hotels & Resorts Inc.SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (February 22nd, 2021)

THIS SECOND AMENDMENT TO SECOND AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”) is executed on February 22, 2021, among BRAEMAR HOSPITALITY LIMITED PARTNERSHIP (formerly known as Ashford Hospitality Prime Limited Partnership), a Delaware limited partnership (“Borrower”), BRAEMAR HOTELS & RESORTS INC. (formerly known as Ashford Hospitality Prime, Inc.), a Maryland corporation (the “Parent”), each lender party hereto (collectively, “Lenders”), certain of their respective Subsidiaries party hereto as Guarantors, and BANK OF AMERICA, N.A., as Administrative Agent (“Administrative Agent”).

Acadia Realty TrustTO AMENDED AND RESTATED CREDIT AGREEMENT (February 22nd, 2021)

THIRD AMENDMENT, dated as of December 17, 2020 (this “Amendment”), to the Amended and Restated Credit Agreement, dated as of February 20, 2018, by and among Acadia Realty Limited Partnership, a Delaware limited partnership (the “Borrower”), Acadia Realty Trust, a Maryland real estate investment trust (the “REIT”) and certain subsidiaries of the Borrower from time to time party thereto, as guarantors, the Lenders and L/C Issuers from time to time party thereto, and Bank of America, N.A., as Administrative Agent and Swing Line Lender (as heretofore amended, modified, extended, restated, replaced, or supplemented from time to time, the “Credit Agreement”). Any term used herein and not otherwise defined herein shall have the meaning assigned to such term in the Credit Agreement (as amended by this Amendment).

Omega Healthcare Investors IncFORM OF AMENDMENT TO EMPLOYMENT AGREEMENT (February 22nd, 2021)

THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”) is made January 1, 2021, among OHI Asset Management LLC (the “Company”), Omega Healthcare Investors, Inc. (the “Parent”), and [Name] (the “Executive”).

CoreCivic, Inc.EMPLOYMENT AGREEMENT (February 22nd, 2021)

This EMPLOYMENT AGREEMENT (the “Agreement”), dated as of __________ and effective as of January 1, 2021 (the “Effective Date”) is made by and between CoreCivic of Tennessee, LLC, a Tennessee limited liability company (“Employer”) for the benefit of CoreCivic of Tennessee, LLC, and any of its parents, subsidiaries, affiliates, successors and assigns to or for which Executive provides services or about which Executive acquires Confidential and Proprietary Information, including CoreCivic, Inc. a Maryland corporation (the “Parent”) (collectively the “Company” or “CoreCivic”), and _______ (the “Executive”).

NexPoint Residential Trust, Inc.NEXPOINT RESIDENTIAL TRUST, INC. Form of Restricted Stock Units Agreement (February 22nd, 2021)

This RESTRICTED STOCK UNITS AGREEMENT (this “Agreement”) is made as of ______ __, 20__, by and between NexPoint Residential Trust, Inc., a Maryland corporation (the “Company”), and ______ (the “Grantee”).

Hersha Hospitality TrustAMENDMENT NO. 2 TO THE TERM LOAN AGREEMENT (February 22nd, 2021)

AMENDMENT NO. 2 TO THE TERM LOAN AGREEMENT (this “Amendment”) among HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Borrower”), HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust (the “Parent Guarantor”), the subsidiaries of the Borrower party hereto (the “Subsidiary Guarantors” and together with the Parent Guarantor, the “Guarantors”), CITIBANK, N.A. (“ Citibank”), as administrative agent (the “Administrative Agent”) for the Lenders, and the Required Lenders, with Citibank and Wells Fargo Securities, LLC, as the Arrangers.

Lexington Realty TrustAMENDMENT NO. 1 TO EQUITY SALES AGREEMENT (February 22nd, 2021)

This Amendment No. 1 (this “Amendment”) to the Equity Sales Agreement, dated as of November 27, 2019 (the “Sales Agreement”), by and among Lexington Realty Trust, a Maryland real estate investment trust (the “Company”), Jefferies LLC, KeyBanc Capital Markets Inc., Regions Securities LLC, BofA Securities, Inc., Mizuho Securities USA LLC, and Evercore Group L.L.C., each as sales agent, principal and/or forward seller (in such capacity, each a “Selling Agent,” and together, the “Selling Agents”), and Bank of America, N.A., Jefferies LLC, and KeyBanc Capital Markets Inc. or an affiliate thereof, each as forward purchaser, and Mizuho Markets Americas LLC, as an additional forward purchaser (in such capacity, each a “Forward Purchaser,” and together, the “Forward Purchasers”), is dated as of February 19, 2021 (the “Effective Date”).

Hersha Hospitality TrustAMENDMENT NO. 4 TO THE TERM LOAN AGREEMENT (February 22nd, 2021)

AMENDMENT NO. 4 TO THE TERM LOAN AGREEMENT (this “Amendment”) among HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Borrower”), HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust (the “Parent Guarantor”), the subsidiaries of the Borrower party hereto (the “Subsidiary Guarantors” and together with the Parent Guarantor, the “Guarantors”), CITIBANK, N.A. (“ Citibank”), as administrative agent (the “Administrative Agent”) for the Lenders, and the Required Lenders, with Citibank and Wells Fargo Securities, LLC, as the Arrangers.

Rayonier, L.P.Rayonier Incentive Stock Plan Performance Share Award Agreement (February 22nd, 2021)

This Award Agreement, together with the Program Document, as defined below (the “Award Agreement”), is entered into by and between Rayonier Inc., a corporation organized under the laws of the State of North Carolina with its principal office at Wildlight, 1 Rayonier Way, Wildlight, FL 32097 (the “Company”), and the undersigned qualified individual (“Key Employee”), pursuant to the Rayonier Incentive Stock Plan (the “Plan”) as of this 1st day of April, 2019 (the “Effective Date”). The 2019 Performance Share Program document (the “Program Document”) is incorporated into and made part of this Award Agreement.

Hersha Hospitality TrustAMENDMENT NO. 3 TO THE CREDIT AGREEMENT (February 22nd, 2021)

AMENDMENT NO. 3 TO THE 2017 CREDIT AGREEMENT (this “Amendment”) among HERSHA HOSPITALITY LIMITED PARTNERSHIP, a Virginia limited partnership (the “Borrower”), HERSHA HOSPITALITY TRUST, a Maryland real estate investment trust (the “Parent Guarantor”), the subsidiaries of the Borrower party hereto (the “Subsidiary Guarantors” and together with the Parent Guarantor, the “Guarantors”), CITIBANK, N.A. (“Citibank”), as administrative agent (the “Administrative Agent”) for the Lender Parties, and the Required Lenders, with Citibank, Wells Fargo Securities, LLC, BofA Securities, Inc., BBVA USA, PNC Bank, National Association and TD Bank, as the Arrangers.