SIXTH AMENDMENT TO CREDITAGREEMENT

EX-10.37 4 v432030_ex10-37.htm SIXTH AMENDMENT TO CREDIT AGREEMENT DEC 16, 2014, AMONG ARCGT, OP, CO & OTHERS

 

Exhibit 10.37

 

Execution Version

 

SIXTH AMENDMENT TO CREDIT AGREEMENT

 

SIXTH AMENDMENT TO CREDIT AGREEMENT (this “Agreement”) dated as of December 16, 2014, among AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership (“Borrower”), American Realty Capital GLOBAL Trust, Inc., a Maryland corporation (“Parent”), ARC GLOBAL HOLDCO, LLC, a Delaware limited liability company (“International Holdco”), the SUBSIDIARY GUARANTORS party hereto (the “Subsidiary Guarantors”; Parent, International Holdco and each of the Subsidiary Guarantors, individually, a “Guarantor Party” and, collectively, the “Guarantor Parties”), ELECTING LENDER (defined below), and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders defined below (together with its successors and assigns in such capacity, the “Administrative Agent”).

 

RECITALS:

 

A.           Borrower, the Administrative Agent and certain lenders (together with their respective successors and assigns, the “Lenders”) are parties to that certain Credit Agreement dated as of July 25, 2013, as amended by that certain First Amendment to Credit Agreement dated as of November 22, 2013, that certain letter agreement regarding updated schedules dated as of November 22, 2013, that certain letter agreement regarding updated schedules dated as of December 20, 2013, that certain letter agreement regarding updated schedules dated as of January 15, 2014, that certain Omnibus Amendment to Loan Documents dated as of March 26, 2014, that certain letter agreement regarding updated schedules dated as of April 17, 2014, that certain Third Amendment to Credit Agreement dated as of June 24, 2014, that certain letter agreement regarding updated schedules dated as of June 24, 2014, that certain Fourth Amendment to Credit Agreement dated as of July 29, 2014, that certain letter agreement regarding updated schedules dated as of July 30, 2014, that certain letter agreement regarding updated schedules dated as of August 25, 2014, that certain Fifth Amendment to Credit Agreement dated as of October 16, 2014, that certain letter agreement regarding updated schedules dated as of October 22, 2014, and that certain letter agreement regarding updated schedules dated as of December 12, 2014 (as so amended, the “Credit Agreement”; and except as otherwise herein expressly provided, each initially capitalized term used herein has the meaning assigned to such term in the Credit Agreement, as amended by this Agreement).

 

B.           Pursuant to Section 2.21 of the Credit Agreement, Borrower has requested, among other things, an increase in the Commitments by $25,000,000, and RBS Citizens N.A. (“Electing Lender”) has agreed to provide such increase, effective January 16, 2015.

 

C.           The parties hereto desire to amend the Credit Agreement as set forth herein.

 

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

 

Section 1.          Amendment of Credit Agreement. Effective as of January 16, 2015, the Credit Agreement is hereby amended as follows:

 

(a)          The last sentence of the definition of “Commitment” set forth in Section 1.01 of the Credit Agreement is hereby deleted in its entirety and replaced with the following:

 

“As of January 16, 2015, the aggregate amount of the Lenders’ Commitments is $705,000,000.”

 

(b)          Schedule 2.01 of the Credit Agreement is hereby deleted in its entirety and replaced with Schedule 2.01 attached hereto.

 

Section 2.          Commitment. Electing Lender agrees that, effective as of January 16, 2015, its Commitment shall be equal to the amount set forth on Schedule 2.01 attached hereto.

 

 
 

 

Section 3.          Conditions Precedent. It is a condition precedent to the effectiveness of this Agreement that all of the following have been satisfied:

 

(a)          the Administrative Agent shall have received Electing Lender’s, Borrower’s, Parent’s, International Holdco’s and the Subsidiary Guarantors’ signed counterparts of this Agreement;

 

(b)          Electing Lender shall have received a Note, dated effective as of January 16, 2015, executed by Borrower in the principal amount equal to Electing Lender’s Commitment as set forth on Schedule 2.01 attached hereto; and

 

(c)          the Administrative Agent shall have been paid all reasonable out-of-pocket expenses, including reasonable legal fees for the Administrative Agent’s outside counsel, due to it pursuant to the transaction contemplated herein and all reasonable outstanding out-of-pocket fees and expenses, if any, that have been invoiced to Borrower to date.

 

Section 4.          Borrower’s Representations. Borrower hereby represents and warrants to the Administrative Agent and the Lenders, as follows:

 

(a)          each of the representations and warranties of Borrower contained or incorporated in the Credit Agreement, as amended by this Agreement, or any of the other Loan Documents to which it is a party, are true and correct in all material respects on and as of the date hereof (except if any such representation or warranty is expressly stated to have been made as of a specific date, then as of such specific date);

 

(b)          as of the date hereof and immediately after giving effect to this Agreement, no Default and no Event of Default has occurred and is continuing;

 

(c)          Borrower has all necessary limited partnership power and authority to execute, deliver and perform its obligations under this Agreement; Borrower has been duly authorized by all necessary limited partnership action on its part; and this Agreement has been duly and validly executed and delivered by Borrower and constitutes Borrower’s legal, valid and binding obligation, enforceable in accordance with its terms, except as such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting the enforcement of creditors’ rights and (ii) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); and

 

(d)          Borrower’s execution and delivery of this Agreement (i) does not require any consent or approval of, registration or filing with, or any other action by, any governmental authority, except for such as have been obtained or made and are in full force and effect, (ii) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of Borrower or any order of any governmental authority and (iii) will not violate or result in a default under any indenture, agreement or other instrument binding upon Borrower or any of its assets.

 

Section 5.          Guarantor Parties’ Representations. Each Guarantor Party hereby represents and warrants to the Administrative Agent and the Lenders, as follows:

 

(a)          each of the representations and warranties of such Guarantor Party contained or incorporated in the Guaranty or any of the other Loan Documents to which it is a party, are true and correct in all material respects on and as of the date hereof (except if any such representation or warranty is expressly stated to have been made as of a specific date, then as of such specific date);

 

(b)          as of the date hereof and immediately after giving effect to this Agreement, such Guarantor Party is in compliance with its obligations under the Guaranty and each of the other Loan Documents to which it is a party;

 

(c)          such Guarantor Party has all necessary corporate or limited liability company, as applicable, power and authority to execute, deliver and perform its obligations under this Agreement; such Guarantor Party has been duly authorized by all necessary corporate or limited liability company, as applicable, action on its part; and this Agreement has been duly and validly executed and delivered by such Guarantor Party and constitutes such Guarantor Party’s legal, valid and binding obligation, enforceable in accordance with its terms, except as such enforceability may be limited by (i) bankruptcy, insolvency, reorganization, moratorium or similar laws of general applicability affecting the enforcement of creditors’ rights and (ii) the application of general principles of equity (regardless of whether such enforceability is considered in a proceeding in equity or at law); and

 

- 2 -
 

 

(d)          such Guarantor Party’s execution and delivery of this Agreement (i) does not require any consent or approval of, registration or filing with, or any other action by, any governmental authority, except for such as have been obtained or made and are in full force and effect, (ii) will not violate any applicable law or regulation or the charter, by-laws or other organizational documents of such Guarantor Party or any order of any governmental authority and (iii) will not violate or result in a default under any indenture, agreement or other instrument binding upon such Guarantor Party or any of its assets.

 

Section 6.          Ratification.

 

(a)          Borrower hereby (i) reaffirms, ratifies, confirms, and acknowledges its obligations under the Credit Agreement (as amended hereby) and the other Loan Documents to which it is a party and agrees to continue to be bound thereby and perform thereunder and (ii) agrees and acknowledges that the Credit Agreement (as amended hereby) and the other Loan Documents and all of Borrower’s obligations thereunder are and remain in full force and effect and, except as expressly provided herein, have not been affected, modified or amended.

 

(b)          Each Guarantor Party hereby (i) reaffirms, ratifies, confirms, and acknowledges its obligations under the Guaranty and the other Loan Documents to which it is a party and agrees to continue to be bound thereby and perform thereunder and (ii) agrees and acknowledges that the Guaranty and the other Loan Documents and all of its obligations thereunder are and remain in full force and effect and, except as expressly provided herein, have not been affected, modified or amended.

 

Section 7.          Miscellaneous.

 

(a)          GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.

 

(b)          Amendments, Etc. The terms of this Agreement may be waived, modified and amended only by an instrument in writing duly executed by the party hereto against whom enforcement of such waiver, modification or amendment is sought (provided that, subject to the terms of the Credit Agreement, the Administrative Agent may execute any such waiver, modification or amendment on behalf of the Lenders). Any such waiver, modification or amendment shall be binding upon Borrower, the Guarantors, Electing Lender, the Administrative Agent and the Lenders.

 

(c)          Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of Borrower, the Guarantor Parties, Electing Lender, the Administrative Agent and the Lenders.

 

(d)          Captions. The captions and section headings appearing herein are included solely for convenience of reference and are not intended to affect the interpretation of any provision of this Agreement.

 

(e)          Counterparts. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument and any of the parties hereto may execute this Agreement by signing any such counterpart. Delivery of an executed counterpart of this Agreement by facsimile or email transmission shall be effective as manual delivery of an executed counterpart hereof.

 

(f)          Severability. Any provision hereof which is held to be invalid, illegal or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity, illegality or unenforceability without affecting the validity, legality and enforceability of the remaining provisions hereof, and the invalidity of a particular provision in a particular jurisdiction shall not invalidate such provision in any other jurisdiction.

 

[remainder of page intentionally left blank]

 

- 3 -
 

 

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed and delivered as of the day and year first above written.

 

  BORROWER:
   
  AMERICAN REALTY CAPITAL GLOBAL OPERATING PARTNERSHIP, L.P., a Delaware limited partnership
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  PARENT:
   
  AMERICAN REALTY CAPITAL GLOBAL TRUST, INC., a Maryland corporation
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  INTERNATIONAL HOLDCO:
   
  ARC GLOBAL HOLDCO, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  SUBSIDIARY GUARANTORS:
   
  ARC KSFTWPA001, LLC, a Delaware limited liability company
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC PPHHTKY001, LLC, a Delaware limited liability company
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWARANE001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWGRDMI001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWRVTIL001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC CWSALKS001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWUVLOH001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWVININ001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CWWPKMN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC WWHWCMI001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GEGRDMI001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GSFRNTN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC TFDPTIA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC NOWILND001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GSDVRDE001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GSGTNPA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GSMSSTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC GSDALTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GSIFLMN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC NOPLNTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC NNMFBTN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC DRINDIN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC VALWDCO001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC LPSBDIN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GBLMESA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC NSSNJCA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FEAMOTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FECPEMA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FESANTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC SZPTNNJ001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC WNBRNMO001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC VCLIVMI001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC ATSNTTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC PNEREPA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC PNSCRPA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC CTFTMSC001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC TFKMZMI001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC SWWSVOH001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC MKMDNNJ001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FD73SLB001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC GRRALNC001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
   ARC GRMSAAZ001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GRLBKTX001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC GRLOUKY001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC WMWSLNC001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC SANPLFL001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC DG40PCK001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FEWTRNY001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC FEBHMNY001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FEWNAMN001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC FSMCHIL001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory
     
  ARC SLSTCCA001, LLC, a Delaware limited liability company
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ARC FUMANUK001, LLC, a Delaware limited liability company
     
  By: ARC Global Holdco, LLC, a Delaware limited liability company, its sole member
     
  By: American Realty Capital Global Operating Partnership, L.P., a Delaware limited partnership, its sole member
     
  By: American Realty Capital Global Trust, Inc., a Maryland corporation, its general partner
     
  By: /s/ Jesse C. Galloway
    Name: Jesse C. Galloway
    Title: Authorized Signatory

 

[signatures continue on following pages]

 

 
 

 

  ADMINISTRATIVE AGENT:
   
  JPMORGAN CHASE BANK, N.A.
     
  By: /s/ Rita Lai
    Name: Rita Lai
    Title:  Senior Credit Banker

 

[signatures continue on following page]

 

 
 

 

  ELECTING LENDER:
   
  RBS CITIZENS N.A.
     
  By: /s/ Donald Woods
    Name: Donald Woods
    Title: Senior Vice President

 

[end of signatures]

 

 
 

 

SCHEDULE 2.01 – COMMITMENTS

 

Lender  Commitment 
JPMorgan Chase Bank, N.A.  $125,000,000 
Regions Bank  $125,000,000 
RBS Citizens N.A.  $125,000,000 
Mizuho Bank, Ltd.  $100,000,000 
Sumitomo Mitsui Banking Corporation  $50,000,000 
Capital One, National Association  $50,000,000 
Barclays Bank PLC  $50,000,000 
Bank of America, N.A.  $50,000,000 
Comerica Bank  $30,000,000 
Total Commitments  $705,000,000