ELEVENTH SUPPLEMENTAL INDENTURE AND SUBSIDIARY GUARANTEE

Exhibit 4.3

 

ELEVENTH SUPPLEMENTAL INDENTURE AND SUBSIDIARY GUARANTEE

 

This Eleventh Supplemental Indenture and Subsidiary Guarantee, dated as of September 12, 2023 (this “Eleventh Supplemental Indenture” or “Subsidiary Guarantee”), among the entities listed on Schedule I hereto (collectively, the “New Guarantors”), Global Net Lease, Inc. and Global Net Lease Operating Partnership, L.P. (together with their successors and assigns, the “Issuers”), and U.S. Bank Trust Company, National Association, as successor to U.S. Bank National Association, as Trustee, paying agent and registrar under the Indenture (as defined below) (the “Trustee”).

 

W I T N E S S E T H:

 

WHEREAS, the Issuers, each other then-existing Subsidiary Guarantor under the Indenture referred to below (the "Subsidiary Guarantors") and the Trustee have heretofore executed and delivered an Indenture, dated as of December 16, 2020 (as supplemented by that certain Tenth Supplemental Indenture and Subsidiary Guarantee, dated as of August 17, 2023, Ninth Supplemental Indenture and Subsidiary Guarantee, dated as of June 27, 2023, Eighth Supplemental Indenture and Subsidiary Guarantee, dated as of January 27, 2023, Seventh Supplemental Indenture and Subsidiary Guarantee, dated as of November 30, 2022, Sixth Supplemental Indenture and Subsidiary Guarantee, dated as of September 28, 2022, Fifth Supplemental Indenture and Subsidiary Guarantee, dated as of July 21, 2022, Fourth Supplemental Indenture and Subsidiary Guarantee, dated as of January 28, 2022, Third Supplemental Indenture and Subsidiary Guarantee, dated as of November 18, 2021, Second Supplemental Indenture and Subsidiary Guarantee, dated as of May 3, 2021, and Supplemental Indenture and Subsidiary Guarantee, dated as of January 15, 2021, and as may be further amended, supplemented, waived or otherwise modified, the “Indenture”), providing for the issuance of an unlimited aggregate principal amount of 3.750% Senior Notes due 2027 of the Issuers (the “Notes”).

 

WHEREAS, Section 4.15 of the Indenture provides that in certain circumstances the Issuers may be required to cause certain Restricted Subsidiaries of the Issuers to execute and deliver a Guarantee with respect to the Notes on the same terms and conditions as those set forth in the Indenture.

 

WHEREAS, pursuant to Section 9.1 of the Indenture, the Trustee and the Issuers and the additional Subsidiary Guarantors are authorized to execute and deliver this Eleventh Supplemental Indenture to amend the Indenture, without the consent of any Holder, to add additional Subsidiary Guarantors.

 

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the New Guarantors, the Issuers and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders as follows:

 

ARTICLE I

Definitions

 

SECTION 1.1 Defined Terms. As used in this Eleventh Supplemental Indenture, capitalized terms defined in the Indenture or in the preamble or recitals thereto are used herein as therein defined. The words “herein,” “hereof” and “hereby” and other words of similar import used in this Eleventh Supplemental Indenture refer to this Eleventh Supplemental Indenture as a whole and not to any particular section hereof.

 

 

ARTICLE II

Agreement to be Bound; Guarantee

 

SECTION 2.1 Agreement to be Bound. The New Guarantors hereby become parties to the Indenture as Subsidiary Guarantors and as such shall have all of the rights and be subject to all of the obligations and agreements of a Subsidiary Guarantor under the Indenture and Note Guarantee. The New Guarantors agree to be bound by all of the provisions of the Indenture applicable to a Subsidiary Guarantor and to perform all of the obligations and agreements of a Subsidiary Guarantor under the Indenture, subject to the release provisions and other limitations set forth in the Indenture or as may be set forth herein.

 

ARTICLE III

Miscellaneous

 

SECTION 3.1 Governing Law. This Eleventh Supplemental Indenture shall be governed by, and construed in accordance with, the laws of the State of New York.

 

SECTION 3.2 Severability Clause. In case any provision in this Eleventh Supplemental Indenture shall be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability.

 

SECTION 3.3 Ratification of Indenture; Eleventh Supplemental Indenture Part of Indenture; No Liability of Trustee. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Eleventh Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of a Note heretofore or hereafter authenticated and delivered shall be bound hereby. The Trustee makes no representation or warranty as to the validity or sufficiency of this Eleventh Supplemental Indenture or the New Guarantors’ Subsidiary Guarantee. Additionally, the Trustee shall not be responsible in any manner whatsoever for or with respect to any of the recitals or statements contained herein, all of which recitals or statements are made solely by the Issuers, the New Guarantors and the Subsidiary Guarantors, and the Trustee makes no representation with respect to any such matters.

 

SECTION 3.4 Counterparts. This Eleventh Supplemental Indenture may be executed in two or more counterparts, which when so executed shall constitute one and the same agreement. The exchange of copies of this Eleventh Supplemental Indenture and of signature pages by facsimile or PDF transmission shall constitute effective execution and delivery of this Eleventh Supplemental Indenture as to the parties hereto and may be used in lieu of the original Eleventh Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.

 

SECTION 3.5 Headings. The headings of the Articles and the sections in this Eleventh Supplemental Indenture are for convenience of reference only and shall not be deemed to alter or affect the meaning or interpretation of any provisions hereof.

 

[Signatures on following page]

 

 

IN WITNESS WHEREOF, the parties hereto have caused this Eleventh Supplemental Indenture to be duly executed as of the date first above written.

 

	GLOBAL NET LEASE, INC.
	By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
		Title:	Chief Financial Officer
	GLOBAL NET LEASE OPERATING PARTNERSHIP, L.P.
	By: Global Net Lease, Inc., its general partner
	By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
		Title:	Chief Financial Officer
	OSMOSIS SUB I, LLC,
	as a Guarantor
		By: Global Net Lease, Inc., its sole member
		By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
			Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
			Title:	Chief Financial Officer
	THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P.,
	as a Guarantor
		By: GNL Retail GP, LLC, its general partner
			By: Global Net Lease Operating Partnership, L.P., its sole member
				By: Global Net Lease Inc., its general partner
				By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
					Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
					Title:	Chief Financial Officer

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	GNL RETAIL GP, LLC,
	as a Guarantor
		By: Global Net Lease Operating Partnership, L.P., its sole member
			By: Global Net Lease Inc., its general partner
			By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
				Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
				Title:	Chief Financial Officer
	ARG DDFLTMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FMDADAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FMJCKAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FMTALAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FMPHIMS001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG FM16PCK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG NCD5PCK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG DG17PCK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PSFKNWI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ARDRDLA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG AR16PCK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG FG7PSLB001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG BJBTVNY001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ASVALGA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG WGHUNAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG IRL8SLB001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFTSEFL002, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARC MFMCDGA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFHLDMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFSGWMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFAKNSC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC JCWSTCO001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC CVDETMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARC MFVALGA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFMDNID001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC MFFNCAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG KGOMHNE001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG WO19PCK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC DB5SAAB001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARC DB5PROP001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC HR5STP3002, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC HR5STP3001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC HR5STP1002, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC HR5STP1001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC HR5STP2001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG DDHBLTX001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC TSKCYMO001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC SWWCHOH001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC PTSCHIL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC NCCHRNC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC SSSEBFL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARC SWWMGPA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC SRTULOK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC PSFKFKY001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC CLORLFL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC TMMONPA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC TCMESTX001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARC PRLAWKS001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC BHTVCMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARC PCBIRAL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ASSLDLA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MPLTRAR001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FCSTANC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG UMMARIN001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SCRIVFL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PSSPASC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG CCALBNM001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG BCBEAOH001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG CCPLOWI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG DCDARIL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG WCSLNNC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ASALBGA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PSALBNM001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG TCFLOKY001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ACHOUTX001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG BCSPRMA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SSSTRPA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MFMUSMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SCSPFOH001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SPSPRIL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SMSHPPA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG EWAUSGA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG CRHAGMD001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MCCOLIN001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG LPLAFIN001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MHMORNC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MMASHKY001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG TSMTPSC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PPMONLA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PMPLAIL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG MKASHOH001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG HBSTUMA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG RALLAFL001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG DPOSHWI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FSBROWI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG GFBOGKY001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SAABITX001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG SBSALKS001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG FGALPMI001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	ARG WCJACNC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG ECENIOK001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG TTRALNC001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory
	ARG PLSAJCA001, LLC,
	as a Guarantor
	By:	/s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇
		Title:	Authorized Signatory

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

	U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as successor to U.S. BANK NATIONAL ASSOCIATION,
	as Trustee
	By:	/s/ ▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
		Name:	▇▇▇▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇
		Title:	Vice President

 

[Signature Page to Eleventh Supplemental Indenture and Subsidiary Guarantee – Issuers and New Guarantors]

 

 

Schedule I

 

ARG DDFLTMI001, LLC

ARG FMDADAL001, LLC

ARG FMJCKAL001, LLC

ARG FMTALAL001, LLC

ARG FMPHIMS001, LLC

ARG FM16PCK001, LLC

ARG NCD5PCK001, LLC

ARG DG17PCK001, LLC

ARG PSFKNWI001, LLC

ARG ARDRDLA001, LLC

ARG AR16PCK001, LLC

ARG FG7PSLB001, LLC

ARG BJBTVNY001, LLC

ARG ASVALGA001, LLC

ARG WGHUNAL001, LLC

ARG IRL8SLB001, LLC

ARC MFTSEFL002, LLC

ARC MFMCDGA001, LLC

ARC MFHLDMI001, LLC

ARC MFSGWMI001, LLC

ARC MFAKNSC001, LLC

ARC JCWSTCO001, LLC

ARC CVDETMI001, LLC

ARC MFVALGA001, LLC

ARC MFMDNID001, LLC

ARC MFFNCAL001, LLC

ARG KGOMHNE001, LLC

ARG WO19PCK001, LLC

ARC DB5SAAB001, LLC

ARC DB5PROP001, LLC

ARC HR5STP3002, LLC

ARC HR5STP3001, LLC

ARC HR5STP1002, LLC

ARC HR5STP1001, LLC

ARC HR5STP2001, LLC

ARG DDHBLTX001, LLC

ARC TSKCYMO001, LLC

ARC SWWCHOH001, LLC

ARC PTSCHIL001, LLC

ARC NCCHRNC001, LLC

ARC SSSEBFL001, LLC

ARC SWWMGPA001, LLC

ARC SRTULOK001, LLC

 

 

ARC PSFKFKY001, LLC

ARC CLORLFL001, LLC

ARC TMMONPA001, LLC

ARC TCMESTX001, LLC

ARC PRLAWKS001, LLC

ARC BHTVCMI001, LLC

ARC PCBIRAL001, LLC

ARG ASSLDLA001, LLC

ARG MPLTRAR001, LLC

ARG FCSTANC001, LLC

ARG UMMARIN001, LLC

ARG SCRIVFL001, LLC

ARG PSSPASC001, LLC

ARG CCALBNM001, LLC

ARG BCBEAOH001, LLC

ARG CCPLOWI001, LLC

ARG DCDARIL001, LLC

ARG WCSLNNC001, LLC

ARG ASALBGA001, LLC

ARG PSALBNM001, LLC

ARG TCFLOKY001, LLC

ARG ACHOUTX001, LLC

ARG BCSPRMA001, LLC

ARG SSSTRPA001, LLC

ARG MFMUSMI001, LLC

ARG SCSPFOH001, LLC

ARG SPSPRIL001, LLC

ARG SMSHPPA001, LLC

ARG EWAUSGA001, LLC

ARG CRHAGMD001, LLC

ARG MCCOLIN001, LLC

ARG LPLAFIN001, LLC

ARG MHMORNC001, LLC

ARG MMASHKY001, LLC

ARG TSMTPSC001, LLC

ARG PPMONLA001, LLC

ARG PMPLAIL001, LLC

ARG MKASHOH001, LLC

ARG HBSTUMA001, LLC

ARG RALLAFL001, LLC

ARG DPOSHWI001, LLC

ARG FSBROWI001, LLC

ARG GFBOGKY001, LLC

ARG SAABITX001, LLC

ARG SBSALKS001, LLC

 

 

ARG FGALPMI001, LLC

ARG WCJACNC001, LLC

ARG ECENIOK001, LLC

ARG TTRALNC001, LLC

ARG PLSAJCA001, LLC

OSMOSIS SUB I, LLC

THE NECESSITY RETAIL REIT OPERATING PARTNERSHIP, L.P.

GNL RETAIL GP, LLC