ERP OPERATING LTD PARTNERSHIP Contracts & Agreements

Description of Equity Residential Common Shares Registered Under Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 20, 2020)

Description of ERP Operating Limited Partnership Notes Registered Under Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 20, 2020)

Description of ERP Operating Limited Partnership OP Units Registered Under Section 12 of the Securities Exchange Act of 1934 (Filed With SEC on February 20, 2020)

Terms Agreement dated August 20, 2019, among ERP Operating Limited Partnership and each of Barclays Capital Inc., BofA Securities, Inc. and Citigroup Global Markets Inc (Filed With SEC on August 22, 2019)

Standard Underwriting Provisions dated August 20, 2019 (Filed With SEC on August 22, 2019)

Form of 2.500% Note due February 15, 2030 (Filed With SEC on August 22, 2019)

Terms Agreement dated June 17, 2019, among ERP Operating Limited Partnership and each of J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets, LLC and U.S.... (Filed With SEC on June 20, 2019)

Standard Underwriting Provisions dated June 17, 2019 (Filed With SEC on June 20, 2019)

Form of 3.000% Note due July 1, 2029 (Filed With SEC on June 20, 2019)

Distribution Agreement, dated June 6, 2019, among the Company, the Operating Partnership, JPMorgan Chase Bank, National Association, London Branch, J.P. Morgan Securities LLC,... (Filed With SEC on June 6, 2019)

Form of Master Forward Sale Confirmation (Filed With SEC on June 6, 2019)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $500,000,000 2.850% Notes due 2026 TERMS AGREEMENT (Filed With SEC on October 7, 2016)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARDUNDERWRITING PROVISIONS October 4, 2016 (Filed With SEC on October 7, 2016)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $500,000,000 2.850% Notes due 2026 TERMS AGREEMENT (Filed With SEC on October 7, 2016)

ERP OPERATING LIMITED PARTNERSHIP 2.850% Notes due November 1, 2026 (Filed With SEC on October 7, 2016)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $450,000,000 3.375% Notes due 2025 $300,000,000 4.500% Notes due 2045 TERMS AGREEMENT (Filed With SEC on May 13, 2015)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARDUNDERWRITING PROVISIONS May 11, 2015 (Filed With SEC on May 13, 2015)

ERP OPERATING LIMITED PARTNERSHIP 3.375% Notes due June 1, 2025 (Filed With SEC on May 13, 2015)

ERP OPERATING LIMITED PARTNERSHIP 4.500% Notes due June 1, 2045 (Filed With SEC on May 13, 2015)

ERPOPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $450,000,000 2.375% Notes due 2019 $750,000,000 4.500% Notes due 2044 TERMS AGREEMENT (Filed With SEC on June 18, 2014)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARDUNDERWRITING PROVISIONS June 16, 2014 (Filed With SEC on June 18, 2014)

ERP OPERATING LIMITED PARTNERSHIP 2.375% Notes due July 1, 2019 (Filed With SEC on June 18, 2014)

ERP OPERATING LIMITED PARTNERSHIP 4.500% Notes due July 1, 2044 (Filed With SEC on June 18, 2014)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $500,000,000 3.00% Notes due 2023 TERMS AGREEMENT (Filed With SEC on April 8, 2013)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARD UNDERWRITING PROVISIONS April 3, 2013 (Filed With SEC on April 8, 2013)

ERP OPERATING LIMITED PARTNERSHIP 3.00% Notes due April 15, 2023 (Filed With SEC on April 8, 2013)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $1,000,000,000 4.625% Notes due December 15, 2021 TERMS AGREEMENT (Filed With SEC on December 9, 2011)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARD UNDERWRITING PROVISIONS December 7, 2011 (Filed With SEC on December 9, 2011)

ERP OPERATING LIMITED PARTNERSHIP 4.625% Notes due December 15, 2021 (Filed With SEC on December 9, 2011)

FOURTH SUPPLEMENTAL INDENTURE (Filed With SEC on December 9, 2011)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $600,000,000 4.75% Notes due July 15, 2020 TERMS AGREEMENT (Filed With SEC on July 15, 2010)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARD UNDERWRITING PROVISIONS (Filed With SEC on July 15, 2010)

ERPOPERATING LIMITED PARTNERSHIP 4.75% Notes due July 15, 2020 (Filed With SEC on July 15, 2010)

ERPOPERATING LIMITED PARTNERSHIP (an Illinois limitedpartnership) $350,000,000 5.50% Notesdue October 1, 2012 $650,000,000 5.75% Notesdue June 15, 2017 TERMS AGREEMENT (Filed With SEC on June 1, 2007)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARD UNDERWRITING PROVISIONS (Filed With SEC on June 1, 2007)

THIRDSUPPLEMENTAL INDENTURE (Filed With SEC on June 1, 2007)

ERPOPERATING LIMITED PARTNERSHIP 5.50% Notesdue October 1, 2012 (Filed With SEC on June 1, 2007)

ERPOPERATING LIMITED PARTNERSHIP 5.75% Notesdue June 15, 2017 (Filed With SEC on June 1, 2007)

ERPOPERATING LIMITED PARTNERSHIP (an Illinois limitedpartnership) $600,000,000 3.85% Notesdue August 15, 2026 TERMS AGREEMENT (Filed With SEC on August 23, 2006)

ERPOPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Exchangeable Debt Securities STANDARD UNDERWRITING PROVISIONS (Filed With SEC on August 23, 2006)

ERPOPERATING LIMITED PARTNERSHIP, as Issuer, and J.P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION (as successor in interest to Bank One TrustCompany, NA, as successor to The First... (Filed With SEC on August 23, 2006)

ERP OPERATING LIMITED PARTNERSHIP 3.85% Exchangeable Senior Note due 2026 (Filed With SEC on August 23, 2006)

REGISTRATION RIGHTS AGREEMENT BY AND BETWEEN EQUITY RESIDENTIAL AND ERP OPERATING LIMITED PARTNERSHIP AUGUST 23, 2006 (Filed With SEC on August 23, 2006)

COMMONSHARE DELIVERY AGREEMENT (Filed With SEC on August 23, 2006)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) $400,000,000 5.375% Notes due August 1, 2016 TERMS AGREEMENT (Filed With SEC on January 18, 2006)

ERP OPERATING LIMITED PARTNERSHIP (an Illinois limited partnership) Debt Securities STANDARD UNDERWRITING PROVISIONS (Filed With SEC on January 18, 2006)

ERP OPERATING LIMITED PARTNERSHIP 5.375% Notes due August 1, 2016 (Filed With SEC on January 18, 2006)

ERPOPERATING LIMITED PARTNERSHIP (an Illinoislimited partnership) $500,000,000 5.125%Notes due 2016 TERMS AGREEMENT (Filed With SEC on September 13, 2005)

ERP OPERATING LIMITED PARTNERSHIP 5.125% Notes due March 15, 2016 (Filed With SEC on September 13, 2005)

ERPOPERATING LIMITED PARTNERSHIP (an Illinoislimited partnership) $500,000,000 5.25% Notes due 2014 TERMS AGREEMENT (Filed With SEC on September 10, 2004)

ERPOPERATING LIMITED PARTNERSHIP 5.25%Notes due September 15, 2014 (Filed With SEC on September 10, 2004)

FIRST SUPPLEMENTAL INDENTURE (Filed With SEC on September 10, 2004)

MASTER AMENDMENT TO OTHER SECURITIES TERM SHEETS AND JOINDERS TO OPERATING PARTNERSHIP AGREEMENT OF ERP OPERATING LIMITED PARTNERSHIP (Filed With SEC on March 12, 2004)

ASSIGNMENT AND ASSUMPTION AGREEMENT (Filed With SEC on March 12, 2004)

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ERP OPERATING LTD PARTNERSHIP Contracts & Agreements